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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K

 

þ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Fiscal Year Ended September 30, 2016

OR

o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________________ to ____________________

 

Commission File Number: 000-51726

 

Magyar Bancorp, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

                                              Delaware                                                                             20-4154978                              
(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification Number)
   
400 Somerset Street, New Brunswick, New Jersey     08901    
(Address of Principal Executive Office) (Zip Code)
   

          (732) 342-7600          

(Issuer’s Telephone Number including area code)

 

Securities Registered Pursuant to Section 12(b) of the Act:

 

Title of Class Name of Each Exchange On Which Registered
Common Stock, par value $0.01 per share The NASDAQ Stock Market, LLC

 

Securities Registered Pursuant to Section 12(g) of the Act:

 

None

(Title of Class)

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes o No þ

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act.

Yes o No þ

 

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

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes þ No o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. þ

 

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

 

Large accelerated filer o Accelerated filer o
Non-accelerated filer o Smaller reporting company þ
(Do not check if a smaller reporting company)    

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o   No þ

 

The aggregate value of the voting stock held by non-affiliates of the registrant, computed by reference to the closing price of the Common Stock as of March 31, 2016 was $25.9 million. As of December 15, 2016, there were 5,820,746 outstanding shares of the registrant’s Common Stock, including 3,200,450 shares owned by Magyar Bancorp, MHC, the registrant’s mutual holding company.

 

DOCUMENTS INCORPORATED BY REFERENCE

 

1.       Proxy Statement for the Annual Meeting of Stockholders to be held in February, 2017 (Part III)

 

 

Magyar Bancorp, Inc.

Annual Report On Form 10-K

For The Fiscal Year Ended

September 30, 2016

 

 

Table Of Contents

 

 

PART I    
     
ITEM 1. Business 2
ITEM 1A. Risk Factors 30
ITEM 1B. Unresolved Staff Comments 34
ITEM 2. Properties 34
ITEM 3. Legal Proceedings 35
ITEM 4. Mine Safety Disclosures 35
     
PART II    
     
ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 35
ITEM 6. Selected Financial Data 36
ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 37
ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk 46
ITEM 8. Financial Statements and Supplementary Data 47
ITEM 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure 88
ITEM 9A. Controls and Procedures 88
ITEM 9B. Other Information 88
     
PART III    
     
ITEM 10. Directors, Executive Officers, and Corporate Governance 89
ITEM 11. Executive Compensation 89
ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 89
ITEM 13. Certain Relationships and Related Transactions, and Director Independence 89
ITEM 14. Principal Accountant Fees and Services 89
     
PART IV    
     
ITEM 15. Exhibits and Financial Statement Schedules 90
  SIGNATURES 91

 

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PART I

 

 

ITEM 1. Business

 

Forward Looking Statements

 

We have included or incorporated by reference in this Annual Report on Form 10-K, and from time to time our management may make, statements that may constitute “forward-looking statements” within the meaning of the safe harbour provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts but instead represent only our beliefs regarding future events, many of which, by their nature, are inherently uncertain and outside our control. These statements include statements other than historical information or statements of current condition and may relate to our future plans and objectives and results, as well as statements about the objective and effectiveness of our risk management and liquidity policies, statements about trends in or growth opportunities for our business, statements about our future status, and activities or reporting under U.S. banking and financial regulation. Forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. By identifying these statements for you in this manner, we are alerting you to the possibility that our actual results and financial condition may differ, possibly materially, from the anticipated results and financial condition indicated in these forward-looking statements. Important factors that could cause our actual results and financial condition to differ from those indicated in the forward-looking statements include, among others, those discussed below and under “Risk Factors” in Part 1, Item 1A of this Annual Report on Form 10-K.

 

Magyar Bancorp, MHC

 

Magyar Bancorp, MHC is the New Jersey-chartered mutual holding company of Magyar Bancorp, Inc. Magyar Bancorp, MHC’s only business is the ownership of 54.0% of the issued shares of common stock of Magyar Bancorp, Inc. So long as Magyar Bancorp, MHC exists, it will be required to own a majority of the voting stock of Magyar Bancorp, Inc. The executive office of Magyar Bancorp, MHC is located at 400 Somerset Street, New Brunswick, New Jersey 08901, and its telephone number is (732) 342-7600. Magyar Bancorp, MHC is subject to regulation and examination by the Board of Governors of the Federal Reserve System (“FRB”) and the New Jersey Department of Banking and Insurance (“NJDBI”).

 

Magyar Bancorp, Inc.

 

Magyar Bancorp, Inc. is the mid-tier stock holding company of Magyar Bank. Magyar Bancorp, Inc. is a Delaware-chartered corporation and owns 100% of the outstanding shares of common stock of Magyar Bank. Magyar Bancorp, Inc. has not engaged in any significant business activity other than owning all of the shares of common stock of Magyar Bank. At September 30, 2016, Magyar Bancorp, Inc. had consolidated assets of $584.4 million, total deposits of $492.7 million and stockholders’ equity of $47.7 million. The executive offices of Magyar Bancorp, Inc. are located at 400 Somerset Street, New Brunswick, New Jersey 08901, and its telephone number is (732) 342-7600. Magyar Bancorp, Inc. is subject to comprehensive regulation and examination by the FRB and the NJDBI.

 

Magyar Bank

 

Magyar Bank is a New Jersey-chartered savings bank headquartered in New Brunswick, New Jersey that was originally founded in 1922 as a New Jersey building and loan association. In 1954, Magyar Bank converted to a New Jersey savings and loan association, before converting to a New Jersey savings bank charter in 1993. We conduct business from our main office located at 400 Somerset Street, New Brunswick, New Jersey, and our six branch offices located in New Brunswick, North Brunswick, South Brunswick, Branchburg, Bridgewater, and North Edison, New Jersey. The telephone number at our main office is (732) 342-7600.

 

General

 

Our principal business consists of attracting retail deposits from the general public in the areas surrounding our main office in New Brunswick, New Jersey and our branch offices located in Middlesex and Somerset Counties, New Jersey, and investing those deposits, together with funds generated from operations and wholesale funding, in residential mortgage loans, home equity loans, home equity lines of credit, commercial real estate loans, commercial business loans, Small Business Administration (“SBA”) loans, construction loans and investment securities. We also originate consumer

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loans, which consist primarily of secured demand loans. We originate loans primarily for our loan portfolio. However, from time to time we have sold some of our long-term fixed-rate residential mortgage loans into the secondary market, while retaining the servicing rights for such loans. Our revenues are derived principally from interest on loans and securities, our investment securities consist primarily of mortgage-backed securities and U.S. Government and government-sponsored enterprise obligations. We also generate revenues from fees and service charges. Our primary sources of funds are deposits, borrowings and principal and interest payments on loans and securities. We are subject to comprehensive regulation and examination by the NJDBI and the Federal Deposit Insurance Corporation (“FDIC”).

 

Market Area

 

We are headquartered in New Brunswick, New Jersey, and our primary deposit market area is concentrated in the communities surrounding our headquarters branch and our branch offices located in Middlesex and Somerset Counties, New Jersey. Our primary lending market area is broader than our deposit market area and includes all of New Jersey.

 

The economy of our primary market area is largely urban and suburban with a broad economic base that is typical for counties surrounding the New York metropolitan area. The median household income in Middlesex and Somerset county rank among the highest in the nation.

 

Competition

 

We face intense competition within our market area both in making loans and attracting deposits. Our market area has a high concentration of financial institutions including large money center and regional banks, community banks and credit unions. Some of our competitors offer products and services that we currently do not offer, such as trust services and private banking. According to the Federal Deposit Insurance Corporation’s annual Summary of Deposit report, at June 30, 2016 our market share of deposits was 1.20% and 0.60% in Middlesex and Somerset Counties, respectively. Our market share of deposits was 1.33% and 0.60%, respectively, at June 30, 2015.

 

Our competition for loans and deposits comes principally from commercial banks, savings institutions, mortgage banking firms and credit unions. We face additional competition for deposits from short-term money market funds, brokerage firms, mutual funds and insurance companies. Our primary focus is to build and develop profitable customer relationships across all lines of business while maintaining our role as a community bank.

 

Lending Activities

 

We originate residential mortgage loans to purchase or refinance residential real property. Residential mortgage loans represented $173.2 million, or 37.8% of our total loans at September 30, 2016. Historically, we have not originated a significant number of loans for the purpose of reselling them in the secondary market. In the future, however, to help manage interest rate risk and to increase fee income, we may increase our origination and sale of residential mortgage loans. No loans were held for sale at September 30, 2016. We also originate commercial real estate, commercial business and construction loans. At September 30, 2016, these loans totaled $199.5 million, $38.9 million and $14.9 million, respectively. We also offer consumer loans, which consist primarily of home equity lines of credit and stock-secured demand loans. At September 30, 2016, home equity lines of credit and stock-secured demand loans totaled $22.0 million and $9.4 million, respectively.

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Loan Portfolio Composition. The following table sets forth the composition of our loan portfolio by type of loan, at the dates indicated.

 

   September 30, 
   2016   2015   2014   2013   2012 
   Amount   Percent   Amount   Percent   Amount   Percent   Amount   Percent   Amount   Percent 
   (Dollars in thousands) 
                                         
One-to four-family residential  $173,235    37.8%   $169,781    40.1%   $160,335    39.4%   $152,977    38.3%   $157,536    40.5% 
Commercial real estate   199,510    43.6%    173,864    41.0%    169,449    41.6%    163,368    40.9%    148,806    38.3% 
Construction   14,939    3.3%    6,679    1.6%    12,232    3.0%    16,749    4.2%    17,952    4.6% 
Home equity lines of credit   21,967    4.8%    21,176    5.0%    19,366    4.8%    20,349    5.1%    23,435    6.0% 
Commercial business   38,865    8.5%    41,485    9.8%    35,035    8.6%    34,492    8.6%    29,930    7.7% 
Other   9,355    2.0%    10,305    2.5%    10,396    2.6%    11,631    2.9%    11,265    2.9% 
Total loans receivable  $457,871    100.0%   $423,290    100.0%   $406,813    100.0%   $399,566    100.0%   $388,924    100.0% 
Net deferred loan costs   216         192         217         247         204      
Allowance for loan losses   (3,056)        (2,886)        (2,835)        (3,013)        (3,858)     
Total loans receivable, net  $455,031        $420,596        $404,195        $396,800        $385,270      

 

Loan Portfolio Maturities and Yields. The following table summarizes the scheduled repayments of our loan portfolio at September 30, 2016. Demand loans, loans having no stated repayment schedule or maturity, and overdraft loans are reported as being due in one year or less.

 

    One-to Four-Family   Commercial           Home Equity 
    Residential   Real Estate   Construction   Lines of Credit 
Due During the       Weighted       Weighted       Weighted       Weighted 
Fiscal Years Ending       Average       Average       Average       Average 
September 30,   Amount   Rate   Amount   Rate   Amount   Rate   Amount   Rate 
    (Dollars in thousands) 
                                  
 2017   $3,030    4.38%   $17,523    4.60%   $12,399    4.71%   $5,618    4.15% 
 2018    4,734    5.57%    1,772    4.61%    2,540    4.13%    10    5.00% 
 2019    2,375    3.57%    4,426    3.42%                 
 2020 to 2021    3,202    3.91%    5,115    4.14%            1,552    4.22% 
 2022 to 2026    10,519    3.76%    24,673    4.46%            50    3.50% 
 2027 to 2031    17,076    3.73%    17,781    4.74%            1,566    3.49% 
 2032 and beyond    132,299    4.21%    128,220    4.53%            13,171    3.93% 
           Total   $173,235    4.16%   $199,510    4.51%   $14,939    4.62%   $21,967    3.97% 

 

   Commercial Business   Other   Total 
Due During the      Weighted       Weighted       Weighted 
Fiscal Years Ending      Average       Average       Average 
September 30,  Amount   Rate   Amount   Rate   Amount   Rate 
   (Dollars in thousands) 
                         
2017  $25,459    3.96%   $220    10.56%   $64,249    4.34% 
2018   2,166    4.89%    27    9.08%    11,249    4.97% 
2019   621    5.03%    41    7.36%    7,463    3.62% 
2020 to 2021   2,512    4.78%    16    9.65%    12,397    4.23% 
2022 to 2026   5,595    4.67%            40,837    4.30% 
2027 to 2031   868    4.52%            37,291    4.22% 
2032 and beyond   1,644    4.34%    9,051    2.90%    284,385    4.30% 
          Total  $38,865    4.22%   $9,355    3.13%   $457,871    4.30% 

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The following table sets forth the scheduled repayments of fixed- and adjustable-rate loans at September 30, 2016 that are contractually due after September 30, 2017.

 

   Due After September 30, 2017 
   Fixed   Adjustable   Total 
   (In thousands) 
             
One-to four-family residential  $109,294   $60,911   $170,205 
Commercial real estate   8,866    173,121    181,987 
Construction   1,700    840    2,540 
Home equity lines of credit   1,706    14,643    16,349 
Commercial business   3,704    9,702    13,406 
Other   47    9,088    9,135 
                
          Total  $125,317   $268,305   $393,622 

 

Residential Mortgage Loans. We originate residential mortgage loans, most of which are secured by properties located in our primary market area and most of which we hold in portfolio. At September 30, 2016, $173.2 million, or 37.8% of our total loan portfolio, consisted of residential mortgage loans (including home equity loans). Residential mortgage loan originations are generally obtained from our in-house loan representatives, from existing or past customers, through advertising, and through referrals from local builders, real estate brokers and attorneys, and are underwritten pursuant to Magyar Bank’s policies and standards. Generally, residential mortgage loans are originated in amounts up to 80% of the lesser of the appraised value or purchase price of the property, with private mortgage insurance required on loans with a loan-to-value ratio in excess of 80%. We generally will not make residential mortgage loans with a loan-to-value ratio in excess of 95%, which is the upper limit that has been established by the Board of Directors. Mortgage loans have been primarily originated for terms of up to 30 years. Magyar Bank has not participated in “sub-prime” (mortgages granted to borrowers whose credit history is not sufficient to get a conventional mortgage) or option ARM mortgage lending. At September 30, 2016, non-performing residential mortgage loans totaled $2.5 million, or 1.4% of the total residential loan portfolio. Interest income of $103,000 would have been recorded on non-performing residential mortgage loans for the year ended September 30, 2016, if they had been current in accordance with their original terms. During the year ended September 30, 2016, $134,000 was charged-off against the allowance for loan loss for three impaired residential real estate loans.

We also originate home equity loans secured by residences located in our market area. The underwriting standards we use for home equity loans include a determination of the applicant’s credit history, an assessment of the applicant’s ability to meet existing obligations, the ongoing payments on the proposed loan and the value of the collateral securing the loan. The maximum combined (first and second mortgage liens) loan-to-value ratio for home equity loans and home equity lines of credit is 80%. Home equity loans are generally offered with fixed rates of interest with the loan amount not to exceed $500,000 and with terms of up to 30 years.

Generally, all fixed-rate residential mortgage loans are underwritten according to Federal Home Loan Mortgage Corporation (“Freddie Mac”) guidelines, policies and procedures. Historically, we have not originated a significant number of loans for the purpose of reselling them in the secondary market. In the future we may increase our origination and sale of fixed-rate residential mortgage loans to help manage interest rate risk and to increase fee income. However, there were no fixed-rate mortgage loans sold to Freddie Mac during the year ended September 30, 2016. No loans were held for sale at September 30, 2016.

We generally do not purchase residential mortgage loans, except for loans to low-income borrowers to enhance our Community Reinvestment Act performance. However, during the year ended September 30, 2016, we purchased $3.3 million of one-to four-family residential mortgage loans and $6.1 million of commercial real estate loans.

At September 30, 2016, we had $114.6 million of fixed-rate residential mortgage loans, which represented 64.4% of our total residential mortgage loan portfolio. At September 30, 2016, our largest fixed-rate residential mortgage loan was $2.6 million. The loan was performing in accordance with its terms at September 30, 2016.

We also offer adjustable-rate residential mortgage loans with interest rates based on the weekly average yield on U.S. Treasuries or the London Interbank Offering Rate (“LIBOR”) adjusted to a constant maturity of one year, which

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adjusts either annually from the outset of the loan or which adjusts annually after a one-, three-, five-, seven-, and ten-year initial fixed-rate period. Our adjustable-rate mortgage loans generally provide for maximum rate adjustments of 2% per adjustment, with a lifetime maximum adjustment up to 5%, regardless of the initial rate. We also offer adjustable-rate mortgage loans with an interest rate based on the prime rate as published in The Wall Street Journal or the Federal Home Loan Bank of New York advance rates.

Adjustable-rate mortgage loans decrease the risk associated with changes in market interest rates by periodically repricing. However, these loans have other risks because, as interest rates increase, the underlying payments by the borrower increase, which increases the potential for default by the borrower. At the same time, the marketability of the underlying collateral may be adversely affected by higher interest rates. The maximum periodic and lifetime interest rate adjustments also may limit the effectiveness of adjustable-rate mortgage loans during periods of rapidly rising interest rates.

At September 30, 2016, adjustable-rate residential mortgage loans totaled $61.6 million, or 35.6% of our total residential mortgage loan portfolio. Of these loans, $8.6 million were interest-only loans originated with an average loan-to-value ratio of 69.4%. Interest-only loans allow the borrower to make interest–only payments during an initial fixed-rate period. Following the initial period, the borrower is required to make principal and interest payments. At September 30, 2016, our largest adjustable-rate residential mortgage loan was for $3.0 million. The loan was performing in accordance with its terms at September 30, 2016.

In an effort to provide financing for low-and moderate-income home buyers, we offer low-to-moderate income residential mortgage loans. These loans are offered with fixed rates of interest and terms of up to 40 years, and are secured by one-to four-family residential properties. All of these loans are originated using underwriting guidelines of U.S. government-sponsored enterprises such as Federal Home Loan Mortgage Corporation (“Freddie Mac”). These loans are originated with maximum loan-to-value ratios of 95%.

All residential mortgage loans we originate include “due-on-sale” clauses, which give us the right to declare a loan immediately due and payable if the borrower sells or otherwise disposes of the real property securing the mortgage loan. All borrowers are required to obtain title insurance, fire and casualty insurance and, if warranted, flood insurance on properties securing real estate loans.

Commercial Real Estate Loans. As part of our strategy to add to and diversify our loan portfolio, we have continued our focus on increasing our originations of commercial real estate loans. At September 30, 2016, $199.5 million, or 43.6%, of our total loan portfolio consisted of these types of loans. Commercial real estate loans are generally secured by five-or-more-unit apartment buildings, industrial properties and properties used for business purposes such as small office buildings and retail facilities primarily located in our market area. We generally originate adjustable-rate commercial real estate loans with a maximum term of 25 years with adjustable rate periods every five years. The maximum loan-to-value ratio for our commercial real estate loans is 75%, based on the appraised value of the property.

We consider a number of factors when we originate commercial real estate loans. During the underwriting process we evaluate the business qualifications and financial condition of the borrower, including credit history, profitability of the property being financed, as well as the value and condition of the mortgaged property securing the loan. When evaluating the business qualifications of the borrower, we consider the financial resources of the borrower, the borrower’s experience in owning or managing similar property and the borrower’s payment history with us and other financial institutions. In evaluating the property securing the loan, we consider the net operating income of the mortgaged property before debt service and depreciation, the ratio of the loan amount to the appraised value of the mortgaged property and the debt service coverage ratio (the ratio of net operating income to debt service) to ensure it is at least 120% of the monthly debt service. We require personal guarantees on all commercial real estate loans made to individuals. Generally, commercial real estate loans made to corporations, partnerships and other business entities require personal guarantees by the principals. All borrowers are required to obtain title, fire and casualty insurance and, if warranted, flood insurance.

Loans secured by commercial real estate generally are larger than residential mortgage loans and involve greater credit risk. Commercial real estate loans often involve large loan balances to single borrowers or groups of related borrowers. Repayment of these loans depends to a large degree on the results of operations and management of the properties securing the loans or the businesses conducted on such property, and may be affected to a greater extent by adverse conditions in the real estate market or the economy in general. Accordingly, the nature of these loans makes them more difficult for management to monitor and evaluate.

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The maximum amount of a commercial real estate loan is limited by our Board-established loans-to-one-borrower limit, which is currently 15% of Magyar Bank’s capital, or $7.6 million. At September 30, 2016, our largest commercial real estate loan was $5.7 million and was secured by four office buildings located in Parsippany, New Jersey. The loan was performing in accordance with its terms at September 30, 2016. At September 30, 2016, three commercial real estate loans totaling $443,000 were non-performing. During the year ended September 30, 2016, $61,000 was charged-off against the allowance for loan loss for two commercial real estate loans and $100,000 was recovered from a prior year charge-off. Interest income of $22,000 would have been recorded on non-performing commercial real estate loans for the year ended September 30, 2016, if they had been current in accordance with their original terms. All other loans secured by commercial real estate were performing in accordance with their terms.

Construction Loans. We also originate construction loans for the development of one-to four-family homes, apartment buildings and commercial properties. Historically we also originated construction loans for the development of town homes and condominiums. Construction loans are generally offered to experienced local developers operating in our primary market area and to individuals for the construction of their personal residences. At September 30, 2016, our construction loans totaled $14.9 million, or 3.3% of total loans.

At September 30, 2016, construction loans for the development of one-to four-family residential properties totaled $4.3 million. These construction loans generally have a maximum term of 24 months. We provide financing for land acquisition, site improvement and construction of individual homes. Land acquisition loans are limited to 50% to 75% of the sale price of the land. Site improvement loans are limited to 100% of the bonded site improvement costs. Construction loans are limited to 75% of the lesser of the contract sale price or appraised value of the property (less funds already advanced for land acquisition and site improvement).

At September 30, 2016, construction loans for the development of town homes, condominiums and apartment buildings totaled $2.8 million. The maximum loan-to-value ratio limit applicable to these loans has been 70% of the appraised value of the property. Finally, we may retain up to 10% of each loan advance until the property attains a 90% occupancy level.

At September 30, 2016, construction loans for the development of commercial properties totaled $7.8 million. These construction loans have a maximum term of 24 months. The maximum loan-to-value ratio limit applicable to these loans is 75% of the appraised value of the property.

The maximum amount of a construction loan is limited by our loans-to-one-borrower limit, which is currently 15% of Magyar Bank’s capital, or $7.6 million. At September 30, 2016, our largest outstanding construction loan was a $1.9 million loan to finance the construction of a commercial office building located in New Jersey. The loan was performing in accordance with its terms at September 30, 2016. At September 30, 2016, there were no non-performing construction loans. During the year ended September 30, 2016, there were no loans charged-off against the allowance for loan loss while $7,000 was recovered from a prior year charge-off.

 

Before making a commitment to fund a construction loan, we require an appraisal of the property by an independent licensed appraiser. We generally also engage an outside engineering firm to review and inspect each property before disbursement of funds during the term of a construction loan. Loan proceeds are disbursed after inspection based on the percentage of completion method. We require a personal guarantee from each principal of all of our construction loan borrowers.

Construction lending is generally considered to involve a higher degree of credit risk than long-term financing on improved, owner-occupied real estate. Risk of loss on a construction loan depends largely upon the accuracy of the initial estimate of the value of the property at completion of construction compared to the estimated cost (including interest) of construction and other assumptions. If the estimate of construction cost is inaccurate, we may be required to advance funds beyond the amount originally committed in order to protect the value of the property. Additionally, if our estimate of the value of the completed property is inaccurate, our construction loan may exceed the value of the collateral.

Commercial Business Loans. At September 30, 2016, our commercial business loans totaled $38.9 million, or 8.5% of total loans. We make commercial business loans primarily in our market area to a variety of professionals, sole proprietorships and small and mid-sized businesses. Our commercial business loans include term loans and revolving lines of credit. The maximum term of a commercial business loan is 25 years. Such loans are generally used for longer-term working capital purposes such as purchasing equipment or furniture. Commercial business loans are made with either

 7

adjustable or fixed rates of interest. The interest rates for adjustable commercial business loans are typically based on the prime rate as published in The Wall Street Journal.

Included in commercial business loans are SBA 7(a) loans, on which the SBA provides guarantees of up to 70 percent of the principal balance (85% for loans under $150,000). These loans are made for the purposes of providing working capital and financing the purchase of equipment, inventory or commercial real estate, and may be made inside or outside the Company’s market place. Generally, an SBA 7(a) loan has a deficiency in its credit profile that would not allow the borrower to qualify for a traditional commercial loan, which is why the government provides the guarantee. The deficiency may be a higher loan to value ratio, lower debt service coverage ratio or weak personal financial guarantees. In addition, many SBA 7(a) loans are for start-up businesses where there is no history of financial information. Finally, many SBA borrowers do not have an ongoing and continuous banking relationship with the Bank, but merely work with the Bank on a single transaction. The guaranteed portions of the Company’s SBA loans are generally sold in the secondary market.

 

When making commercial business loans, we consider the financial strength of the borrower, our lending history with the borrower, the debt service capabilities of the borrower, the projected cash flows of the business and the value and type of the collateral. Commercial business loans generally are secured by a variety of collateral, primarily accounts receivable, inventory, equipment, savings instruments and readily marketable securities. In addition, we generally require the business principals to execute personal guarantees.

Commercial business loans generally have greater credit risk than residential mortgage loans. Unlike residential mortgage loans, which generally are made on the basis of the borrower’s ability to repay the loan from his or her employment income, and which are secured by real property with ascertainable value, commercial business loans generally are made on the basis of the borrower’s ability to repay the loan from the cash flow of the borrower’s business. As a result, the repayment of commercial business loans may depend substantially on the success of the borrower’s business. Further, any collateral securing commercial business loans may depreciate over time, may be difficult to appraise and may fluctuate in value. We try to minimize these risks through our underwriting standards.

The maximum amount of a commercial business loan is limited by our loans-to-one-borrower limit, which is 15% of Magyar Bank’s capital, or $7.6 million currently. At September 30, 2016, our largest commercial business loan was a $5.0 million loan to a company that provides janitorial services and was secured by the accounts receivable of the company. This loan was performing according to its terms at September 30, 2016. At September 30, 2016, one commercial business loan totaling $997,000 was non-performing. Interest income of $88,000 would have been recorded on non-performing commercial business loans for the year ended September 30, 2016, if they had been current in accordance with their original terms. During the year ended September 30, 2016, $1.1 million was charged-off against the allowance for loan loss for seven impaired commercial business loans and $26,000 was recovered from a prior year charge-off.

Home Equity Lines of Credit and Other Loans. We originate home equity lines of credit secured by residences located in our market area. At September 30, 2016, these loans totaled $22.0 million, or 4.8% of our total loan portfolio. The underwriting standards we use for home equity lines of credit include a determination of the applicant’s credit history, an assessment of the applicant’s ability to meet existing obligations, the ongoing payments on the proposed loan and the value of the collateral securing the loan. The maximum combined (first and second mortgage liens) loan-to-value ratio for home equity lines of credit is 80%. Home equity lines of credit have adjustable rates of interest, indexed to the prime rate, as reported in The Wall Street Journal, with terms of up to 25 years.

The maximum amount of a home equity line of credit loan is limited by our loans-to-one-borrower limit, which is 15% of Magyar Bank’s capital, or $7.6 million currently. At September 30, 2016, our largest home equity line of credit loan was $2.0 million. The loan was performing according to its terms at September 30, 2016. At September 30, 2016, all home equity lines of credit were performing in accordance with their terms with the exception of three non-performing loans totaling $281,000. Interest income of $5,000 would have been recorded on non-performing home equity lines of credit for the year ended September 30, 2016, if they had been current in accordance with their original terms. During the year ended September 30, 2016, $98,000 was charged-off against the allowance for loan loss for two impaired home equity lines of credit and $82,000 was recovered from a prior year charge-off.

We also originate loans secured by the common stock of publicly traded companies, provided their shares are listed on the New York Stock Exchange or the NASDAQ Stock Market, and provided the company is not a banking company. Stock-secured loans are interest-only and are offered for terms up to twelve months and for adjustable rates of interest indexed to the prime rate, as reported in The Wall Street Journal. The loan amount is not to exceed 70% of the value of the stock securing the loan at any time.

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At September 30, 2016, stock-secured loans totaled $8.8 million, or 1.94% of our total net loan portfolio. Generally, we limit the aggregate amount of loans secured by the common stock of any one corporation to 15% of Magyar Bank’s capital, with the exception of Johnson & Johnson, for which the collateral concentration limit is 150% of Magyar Bank’s capital. At September 30, 2016, $8.7 million, or 1.92% of our loan portfolio, was secured by the common stock of Johnson & Johnson, a New York Stock Exchange company that operates a number of facilities in our market area and employs a substantial number of residents. Although these loans are underwritten based on the ability of the individual borrower to repay the loan, the concentration of our portfolio secured by this stock subjects us to the risk of a decline in the market price of the stock and, therefore, a reduction in the value of the collateral securing these loans. As of September 30, 2016, the aggregate loan-to-value ratio of the stock-secured portfolio was 30.5%.

Loan Originations, Purchases, Participations and Servicing of Loans. Lending activities are conducted primarily by our loan personnel operating at our main and branch office locations. All loans originated by us are underwritten pursuant to our policies and procedures. We originate both adjustable rate and fixed rate loans. Our ability to originate fixed or adjustable rate loans is dependent upon the relative customer demand for such loans, which is affected by the current and expected future levels of market interest rates.

Generally, we retain in our portfolio substantially all loans that we originate. Historically, we have not originated a significant number of loans for the purpose of reselling them in the secondary market. In the future, however, to help manage our interest rate risk and to increase fee income, we may increase our origination and sale of fixed-rate residential loans and commercial business loans guaranteed by the SBA. All one-to four-family residential mortgage loans that we sell in the secondary market are sold with servicing rights retained pursuant to master commitments negotiated with Freddie Mac. We sell our loans to Freddie Mac without recourse. No loans were held for sale at September 30, 2016.

At September 30, 2016, we were servicing SBA guaranteed and commercial participation loans sold in the amount of $20.3 million and $8.1 million, respectively. Loan servicing includes collecting and remitting loan payments, accounting for principal and interest, contacting delinquent mortgagors, supervising foreclosures and property dispositions in the event of unremedied defaults, making certain insurance and tax payments on behalf of the borrowers and generally administering the loans.

From time-to-time, we will also participate in loans, sometimes as the “lead lender.” Whether we are the lead lender or not, we underwrite our participation portion of the loan according to our own underwriting criteria and procedures. At September 30, 2016, we had $9.1 million of loan participation interests in which we were the lead lender, and $14.1 million in loan participations in which we were not the lead lender. We have entered into certain loan participations when the aggregate outstanding balance of a particular customer relationship exceeds our loan-to-one-borrower limit. All loan participations are loans secured by real estate that adhere to our loan policies. At September 30, 2016, all participation loans were performing in accordance with their terms.

During the fiscal year ended September 30, 2016, we originated $45.0 million of fixed-rate and adjustable-rate commercial real estate loans and $35.3 million of fixed-rate and adjustable-rate one-to four-family residential mortgage loans. The fixed-rate loans are primarily of loans with terms of 30 years or less. We also originated $6.5 million of construction loans, $3.1 million of commercial business loans, and $2.8 million of home equity lines of credit and other loans during the fiscal year ended September 30, 2016.

We generally do not purchase residential mortgage loans, except for loans to low-income borrowers as part of our Community Reinvestment Act lenders program. At September 30, 2016, we had $7.1 million of one-to four-family residential mortgage loans that were purchased from other lenders, and $2.9 million were purchased in the fiscal year ended September 30, 2016.

 9

Asset Quality

 

We commence collection efforts when a loan becomes 15 days past due with system-generated reminder notices. Subsequent late charge and delinquent notices are issued and the account is monitored on a regular basis thereafter. Personal, direct contact with the borrower is attempted early in the collection process as a courtesy reminder and later to determine the reason for the delinquency and to safeguard our collateral. When a loan is more than 60 days past due, the credit file is reviewed and, if deemed necessary, information is updated or confirmed and collateral re-evaluated. We make every effort to contact the borrower and develop a plan of repayment to cure the delinquency. Loans are placed on non-accrual status when they are delinquent for more than three months. When loans are placed on non-accrual status, unpaid accrued interest is fully reversed, and further income is recognized only to the extent received.

A summary report of all loans 30 days or more past due is provided to the Board of Directors on a monthly basis. If no repayment plan is in process, the file is referred to counsel for the commencement of foreclosure or other collection efforts.

Non-Performing Assets. The table on the following page sets forth the amounts and categories of our non-performing assets at the dates indicated. The table includes troubled debt restructurings (loans for which a portion of interest or principal has been forgiven and loans modified at interest rates materially less than current market rates) for each date presented.

   September 30, 
   2016   2015   2014   2013   2012 
   (Dollars in thousands) 
Non-accrual loans:                         
One-to four-family residential  $2,486   $2,057   $4,179   $8,515   $7,577 
Commercial real estate   443    1,895    2,171    2,744    6,424 
Construction           2,278    3,526    5,141 
Home equity lines of credit   281    255    883    846    863 
Commercial business   997    1,690    274    25    57 
Other                   12 
                          
Total   4,207    5,897    9,785    15,656    20,074 
                          
Accruing loans three months or more past due:                         
One-to four-family residential                    
Commercial real estate                    
Construction                    
Home equity lines of credit                    
Commercial business                    
Other                    
                          
Total loans three months or more past due                    
                          
Total non-performing loans   4,207    5,897    9,785    15,656    20,074 
                          
Other real estate owned   12,082    16,192    17,342    14,756    13,381 
                          
Total non-performing assets   16,289    22,089    27,127    30,412    33,455 
Performing troubled debt restructurings       713    193    2,163    2,581 
Performing troubled debt restructurings                         
and total non-performing assets  $16,289   $22,803   $27,320   $32,575   $36,036 
                          
Ratios:                         
Total non-performing loans to total loans   0.92%    1.39%    2.41%    3.92%    5.16% 
Total non-performing loans and performing                         
troubled debt restructurings to total loans   0.92%    1.56%    2.45%    4.46%    5.83% 
Total non-performing assets to total assets   2.79%    4.01%    5.11%    5.66%    6.57% 
Total non-performing assets and performing                         
troubled debt restructurings to total assets   2.79%    4.14%    5.15%    6.06%    7.08% 

 

 10

At September 30, 2016, our portfolio of commercial business, commercial real estate and construction loans totaled $253.3 million, or 55.3% of our total loans, compared to $222.0 million, or 52.5% of our total loans, at September 30, 2015. Commercial business, commercial real estate and construction loans generally have more risk than one-to four-family residential mortgage loans. As shown in the table above, our troubled debt restructurings and total non-performing assets decreased $6.5 million to $16.3 million at September 30, 2016 from $22.8 million at September 30, 2015, and decreased $11.0 million from $27.3 million at September 30, 2014.

 

Additional interest income of approximately $217,000 and $356,000 would have been recorded during the fiscal years ended September 30, 2016 and 2015, respectively, if the non-accrual loans summarized in the above table had performed in accordance with their original terms.

 

The Company accounts for its impaired loans in accordance with generally accepted accounting principles, which require that a creditor measure impairment based on the present value of expected future cash flows discounted at the loan’s effective interest rate except that, as a practical expedient, a creditor may measure impairment based on a loan’s observable market price less estimated costs of disposal, or the fair value of the collateral less estimated costs of disposal if the loan is collateral dependent. Regardless of the measurement method, a creditor may measure impairment based on the fair value of the collateral when the creditor determines that foreclosure is probable.

 

The Company records cash receipts on impaired loans that are non-performing as a reduction to principal before applying amounts to interest or late charges unless specifically directed by the Bankruptcy Court to apply payments otherwise. The Company continues to recognize interest income on impaired loans that are performing.

 

Troubled debt restructurings (“TDRs”) occur when a creditor, for economic or legal reasons related to a debtor’s financial condition, grants a concession to the debtor that it would not otherwise consider, such as a below market interest rate, extending the maturity of a loan, or a combination of both. There were no TDR loans during the fiscal year ended September 30, 2016.

 

Delinquent Loans. The following table sets forth certain information with respect to our loan portfolio delinquencies at the dates indicated. Loans delinquent more than three months are generally classified as non-accrual loans.

 

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   Loans Delinquent For         
   60-89 Days   90 Days and Over   Total 
   Number   Amount   Number   Amount   Number   Amount 
   (Dollars in thousands) 
At September 30, 2016                        
     One-to four-family residential   1   $44    10   $2,487    11   $2,531 
     Commercial real estate   1    490    3    443    4    933 
     Construction                        
     Home equity lines of credit           3    281    3    281 
     Commercial business   1    3    1    997    2    1,000 
          Total   3   $537    17   $4,208    20   $4,745 
                               
At September 30, 2015                              
     One-to four-family residential   4   $730    14   $2,058    18   $2,788 
     Commercial real estate           4    1,895    4    1,895 
     Construction                        
     Home equity lines of credit           3    255    3    255 
     Commercial business   1    19    1    1,690    2    1,709 
          Total   5   $749    22   $5,898    27   $6,647 
                               
At September 30, 2014                              
     One-to four-family residential   6   $256    18   $4,179    24   $4,435 
     Commercial real estate   3    918    6    2,171    9    3,089 
     Construction           2    2,278    2    2,278 
     Home equity lines of credit           7    883    7    883 
     Commercial business   2    56    3    274    5    330 
          Total   11   $1,230    36   $9,785    47   $11,015 
                               
At September 30, 2013                              
     One-to four-family residential   5   $378    32   $8,515    37   $8,893 
     Commercial real estate           6    2,744    6    2,744 
     Construction           5    3,526    5    3,526 
     Home equity lines of credit           7    846    7    846 
     Commercial business           2    25    2    25 
          Total   5   $378    52   $15,656    57   $16,034 
                               
At September 30, 2012                              
     One-to four-family residential   8   $1,589    24   $7,577    32   $9,166 
     Commercial real estate   4    708    8    6,424    12    7,132 
     Construction           6    5,141    6    5,141 
     Home equity lines of credit   1    59    7    863    8    922 
     Commercial business   1    102    2    57    3    159 
     Other           1    12    1    12 
          Total   14   $2,458    48   $20,074    62   $22,532 

 

Real Estate Owned. Real estate we acquire as a result of foreclosure or by deed in lieu of foreclosure is classified as other real estate owned (“OREO”) until sold. When property is acquired it is recorded at fair value less estimated cost to sell at the date of foreclosure, establishing a new cost basis. Holding costs and declines in fair value result in charges to expense after acquisition.

 

The Company held $12.1 million of OREO properties at September 30, 2016, a decrease of $4.1 million from $16.2 million at September 30, 2015. During the year ended September 30, 2016, the Company was able to successfully dispose of twenty properties with an aggregate carrying value of $4.7 million for a net loss of $101,000 and the Company was able to secure the title for four other properties totaling $1.8 million.

 

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OREO at September 30, 2016 consisted of eighteen residential properties (twelve of which were leased), seven real estate properties approved for the construction of residential homes, and five commercial real estate buildings. The Bank is determining the proper course of action for its OREO properties, which may include holding the properties until the real estate market improves, selling the properties to a developer or completing partially completed homes for either rental or sale.

 

The Company also recorded $301,000 in valuation allowances against five properties during the year ended September 30, 2016 based on either updated appraisals or contracts of sale. Further declines in real estate values may result in a charge to expense in the future. Routine holding costs are charged to expense as incurred and improvements to OREO that enhance the value of the real estate are capitalized.

 

Classified Assets. Federal banking regulations provide that loans and other assets of lesser quality should be classified as “substandard,” “doubtful” or “loss” assets. An asset is considered “substandard” if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. “Substandard” assets include those characterized by the “distinct possibility” we will sustain “some loss” if the deficiencies are not corrected. Assets classified as “doubtful” have all of the weaknesses inherent in those classified “substandard,” with the added characteristic that the weaknesses present make “collection or liquidation in full,” on the basis of currently existing facts, conditions, and values, “highly questionable and improbable.” Assets classified as “loss” are those considered “un-collectible” and of such little value their continuance as assets without the establishment of a specific loss reserve is not warranted. We classify an asset as “special mention” if the asset has a potential weakness that warrants management’s close attention. While such assets are not impaired, management has concluded that if the potential weakness in the asset is not addressed, the value of the asset may deteriorate, adversely affecting the repayment of the asset. On the basis of our review of assets at September 30, 2016, classified loans consisted of $209,000 of special mention assets, $8.7 million of substandard assets and $997,000 of doubtful assets.

We are required to establish an allowance for loan losses in an amount deemed prudent by management for loans classified substandard or doubtful, as well as for other problem loans. General allowances represent loss allowances which have been established to recognize the inherent losses associated with lending activities, but which, unlike impairment allowances, have not been allocated to particular problem assets. When we classify problem assets, we are required to determine whether or not impairment exists. A loan is impaired when, based on current information and events, it is probable that Magyar Bank will be unable to collect all amounts due according to the contractual terms of the loan agreement. When it is determined that impairment exists, a specific allowance for loss is established. For collateral-dependent loans, the loan is reduced by the impairment amount via a reduction to the loan and the allowance for loan loss. Our determination as to the classification of our assets and the amount of our valuation allowances is subject to review by the NJDBI and the FDIC, which can direct us to establish additional loss allowances.

The loan portfolio is reviewed on a regular basis to determine whether any loans require classification in accordance with applicable regulations. Not all classified assets constitute non-performing assets.

 

 

Allowance for Loan Losses

Our allowance for loan losses is maintained at a level management deems necessary to absorb loan losses that are both probable and reasonably estimable. Management, in determining the allowance for loan losses, considers the losses in our loan portfolio both probable and reasonably estimable, and changes in the nature and volume of loan activities, along with the general economic and real estate market conditions. The allowance for loan losses as of September 30, 2016 was maintained at a level that represents management’s best estimate of losses in the loan portfolio both probable and reasonably estimable. However, this analysis process is inherently subjective, as it requires us to make estimates that are susceptible to revisions as more information becomes available. Although we believe we have established the allowance at levels to absorb probable and estimable losses, future additions may be necessary if economic or other conditions in the future differ from the current environment.

In addition, as an integral part of their examination process, the NJDBI and the FDIC will periodically review our allowance for loan losses. Such agencies may require us to recognize additions to the allowance based on their judgments of information available to them at the time of their examination.

 13

Allowance for Loan Losses. The following table sets forth activity in our allowance for loan losses for the periods indicated.

   September 30, 
   2016   2015   2014   2013   2012 
   (Dollars in thousands) 
                     
Balance at beginning of period  $2,886   $2,835   $3,013   $3,858   $3,812 
                          
Charge-offs:                         
     One-to four-family residential   134    176    665    491    326 
     Commercial real estate   61    396        576    110 
     Construction       342    189    1,374    880 
     Home equity lines of credit   98    461    75        81 
     Commercial business   1,118    274    804    807    69 
     Other       2        12     
          Total charge-offs   1,411    1,651    1,733    3,260    1,466 
                          
Recoveries:                         
     One-to four-family residential       400    52         
     Commercial real estate   100            20     
     Construction   7    38    113    284    51 
     Home equity lines of credit   82                 
     Commercial business   26        3         
          Total recoveries   215    438    168    304    51 
                          
Net charge-offs   1,196    1,213    1,565    2,956    1,415 
Provision for loan losses   1,366    1,264    1,387    2,111    1,461 
                          
Balance at end of period  $3,056   $2,886   $2,835   $3,013   $3,858 
                          
Ratios:                         
Net charge-offs to average loans outstanding   0.28%    0.29%    0.39%    0.76%    0.37% 
Allowance for loan losses to total                         
non-performing loans at end of period   72.64%    48.93%    28.97%    19.24%    19.22% 
Allowance for loan losses to total loans                         
at end of period   0.67%    0.68%    0.70%    0.75%    0.99% 

 14

Allocation of Allowance for Loan Losses. The following table sets forth the allowance for loan losses allocated by loan category, the percent of the allowance to the total allowance and the percent of loans in each category to total loans at the dates indicated. The allowance for loan losses allocated to each category is not necessarily indicative of future losses in any particular category and does not restrict the use of the allowance to absorb losses in other categories.

 

       % of Allowance   % of Loans 
       In Category to   In Category to 
   Amount   Total Allowance   Total Loans 
   (Dollars in thousands) 
At September 30, 2016            
     One-to four-family residential  $542    17.74%    37.83% 
     Commercial real estate   1,075    35.18%    43.57% 
     Construction   361    11.81%    3.26% 
     Home equity lines of credit   71    2.32%    4.80% 
     Commercial business   976    31.94%    8.49% 
     Other   9    0.29%    2.04% 
     Unallocated   22    0.72%    0.00% 
          Total allowance for loan losses  $3,056    100.00%    100.00% 
                
At September 30, 2015               
     One-to four-family residential  $395    13.69%    40.10% 
     Commercial real estate   931    32.26%    41.00% 
     Construction   452    15.66%    1.60% 
     Home equity lines of credit   53    1.84%    5.00% 
     Commercial business   969    33.58%    9.80% 
     Other   7    0.24%    2.50% 
     Unallocated   79    2.73%    0.00% 
          Total allowance for loan losses  $2,886    100.00%    100.00% 
                
At September 30, 2014               
     One-to four-family residential  $402    14.18%    39.40% 
     Commercial real estate   826    29.14%    41.60% 
     Construction   784    27.65%    3.00% 
     Home equity lines of credit   62    2.19%    4.80% 
     Commercial business   643    22.68%    8.60% 
     Other   9    0.32%    2.60% 
     Unallocated   109    3.84%    0.00% 
          Total allowance for loan losses  $2,835    100.00%    100.00% 
                
At September 30, 2013               
     One-to four-family residential  $844    28.00%    38.30% 
     Commercial real estate   852    28.28%    40.90% 
     Construction   604    20.05%    4.20% 
     Home equity lines of credit   125    4.15%    5.10% 
     Commercial business   452    15.00%    8.60% 
     Other   9    0.30%    2.90% 
     Unallocated   127    4.22%    0.00% 
          Total allowance for loan losses  $3,013    100.00%    100.00% 
                
At September 30, 2012               
     One-to four-family residential  $610    15.80%    40.50% 
     Commercial real estate   1,929    49.99%    38.30% 
     Construction   640    16.59%    4.60% 
     Home equity lines of credit   232    6.03%    6.00% 
     Commercial business   383    9.93%    7.70% 
     Other   23    0.60%    2.90% 
     Unallocated   41    1.06%    0.00% 
          Total allowance for loan losses  $3,858    100.00%    100.00% 

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Investments

Our Board of Directors has adopted our Investment Policy. This policy determines the types of securities in which we may invest. The Investment Policy is reviewed annually by the Board of Directors and changes to the policy are subject to approval by our Board of Directors. While general investment strategies are developed by the Asset and Liability Committee, the execution of specific actions rests primarily with our President and our Chief Financial Officer. They are responsible for ensuring the guidelines and requirements included in the Investment Policy are followed and only prudent securities are considered for investment. They are authorized to execute transactions that fall within the scope of the established Investment Policy up to $2.5 million per transaction individually or $5.0 million per transaction jointly. Investment transactions in excess of $5.0 million must be approved by the Asset and Liability Committee. Investment transactions are reviewed and ratified by the Board of Directors at their regularly scheduled meetings.

Our investments portfolio may include U.S. Treasury obligations, debt and equity securities issued by various government-sponsored enterprises, including Fannie Mae and Freddie Mac, mortgage-backed securities, certain certificates of deposit of insured financial institutions, overnight and short-term loans to other banks, investment-grade corporate debt instruments, and municipal securities. In addition, we may invest in equity securities subject to certain limitations and not in excess of Magyar Bank’s Tier 1 capital.

The Investment Policy requires that securities transactions be conducted in a safe and sound manner, and purchase and sale decisions be based upon a thorough analysis of each security to determine its quality and inherent risks and fit within our overall asset/liability management objectives. The analysis must consider the effect of an investment or sale on our risk-based capital and prospects for yield and appreciation.

At September 30, 2016, our securities portfolio totaled $58.2 million, or 10.0% of our total assets. Securities are classified as held-to-maturity or available-for-sale when purchased. At September 30, 2016, $52.9 million of our securities were classified as held-to-maturity and reported at amortized cost, and $5.2 million were classified as available-for-sale and reported at fair value. At September 30, 2016, we held no investment securities classified as held-for-trading.

U.S. Government Agency and Government-Sponsored Enterprise Obligations. At September 30, 2016, our U.S. Government Agency and Government-Sponsored Enterprise Obligations totaled $54.6 million, or 93.8% of our total securities portfolio. Of this amount, $50.6 million were mortgage-backed securities and $4.0 million were debt securities. While these securities generally provide lower yields than other securities in our securities portfolio, we hold these securities, to the extent appropriate, for liquidity purposes and as collateral for certain deposits or borrowings. We invest in these securities to achieve positive interest rate spreads with minimal administrative expense, and to lower our credit risk as a result of the guarantees provided by these issuers.

Mortgage-Backed Securities. We purchase mortgage-backed pass through and collateralized mortgage obligation (“CMO”) securities insured or guaranteed by Fannie Mae, Freddie Mac or Ginnie Mae. To a lesser extent, we also invest in mortgage-backed securities issued or sponsored by private issuers. At September 30, 2016, our mortgage-backed securities, including CMOs, totaled $51.2 million, or 88.0% of our total securities portfolio. Included in this balance was $600,000 of mortgage-backed securities issued by private issuers. Our policy is to limit purchases of privately issued mortgage-backed securities to non-high risk securities rated “A” or higher by a nationally recognized credit rating agency. High risk securities generally are defined as those exhibiting significantly greater volatility of estimated average life and price due to changes in interest rates than 30-year fixed rate securities.

Mortgage-backed pass through securities are created by pooling mortgages and issuing a security with an interest rate less than the interest rate on the underlying mortgages. Mortgage-backed pass through securities represent a participation interest in a pool of single-family or multi-family mortgages. As loan payments are made by the borrowers, the principal and interest portion of the payment is passed through to the investor as received. CMOs are also backed by mortgages. However they differ from mortgage-backed pass through securities because the principal and interest payments on the underlying mortgages are structured so that they are paid to the security holders of pre-determined classes or tranches at a faster or slower pace. The receipt of these principal and interest payments, which depends on the estimated average life for each class, is contingent on a prepayment speed assumption assigned to the underlying mortgages. Variances between the assumed payment speed and actual payments can significantly alter the average lives of such securities. Mortgage-backed securities and CMOs generally yield less than the loans that underlie such securities because of the cost of payment guarantees and credit enhancements. However, mortgage-backed securities are usually more liquid than individual mortgage loans and may be used to collateralize borrowings and other liabilities.

Mortgage-backed securities present a risk that actual prepayments may differ from estimated prepayments over the life of the security, which may require adjustments to the amortization of any premium or accretion of any discount relating

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to such instruments that can change the net yield on the securities. There is also reinvestment risk associated with the cash flows from such securities or if the securities are redeemed by the issuer. In addition, the market value of such securities may be adversely affected by changes in interest rates.

Our mortgage-backed securities portfolio had a weighted average yield of 2.58% at September 30, 2016. The estimated fair value of our mortgage-backed securities portfolio at September 30, 2016 was $52.3 million, which was $1.2 million more than the amortized cost of $51.1 million. Mortgage-backed securities in Magyar Bank’s portfolio do not contain sub-prime mortgage loans.

Corporate and Other Securities. At September 30, 2016, the Bank held one corporate note totaling $3.0 million issued by Wells Fargo Bank. Our Investment Policy allows for the purchase of such instruments and requires that corporate debt obligations be rated in one of the four highest categories by a nationally recognized rating service. We may invest up to 25% of Magyar Bank’s investment portfolio in corporate debt obligations and up to 15% of Magyar Bank’s capital in any one issuer.

Equity Securities. At September 30, 2016, we held no equity securities other than $2.2 million in Federal Home Loan Bank of New York stock. The investment in Federal Home Loan Bank of New York stock is classified as a restricted security, carried at cost and evaluated for impairment. Equity securities are not insured or guaranteed investments and are affected by market interest rates and stock market fluctuations. Such investments other than the Federal Home Loan Bank of New York are carried at their fair value and fluctuations in the fair value of such investments, including temporary declines in value, directly affect our net capital position.

Securities Portfolios. The following tables set forth the composition of our securities portfolio (excluding Federal Home Loan Bank of New York common stock) at the dates indicated.

 

   At September 30, 2016   At September 30, 2015   At September 30, 2014 
       Gross   Gross           Gross   Gross           Gross   Gross     
   Amortized   Unrealized   Unrealized   Fair   Amortized   Unrealized   Unrealized   Fair   Amortized   Unrealized   Unrealized   Fair 
   Cost   Gains   Losses   Value   Cost   Gains   Losses   Value   Cost   Gains   Losses   Value 
Securities available for sale:  (In thousands) 
Obligations of U.S. government agencies:                                                            
Mortgage backed securities-residential  $   $   $   $   $   $   $   $   $1,294   $1   $   $1,295 
Obligations of U.S. government-sponsored enterprises:                                                            
Mortgage-backed securities-residential   5,075    52        5,127    5,839    82    (7)   5,914    10,485    39    (155)   10,369 
Private label mortgage-backed securities-residential   108        (1)   107    151        (1)   150    404    3    (1)   406 
Total securities available for sale  $5,183   $52   $(1)  $5,234   $5,990   $82   $(8)  $6,064   $12,183   $43   $(156)  $12,070 

 

   At September 30, 2016   At September 30, 2015   At September 30, 2014 
       Gross   Gross           Gross   Gross           Gross   Gross     
   Amortized   Unrealized   Unrealized   Fair   Amortized   Unrealized   Unrealized   Fair   Amortized   Unrealized   Unrealized   Fair 
   Cost   Gains   Losses   Value   Cost   Gains   Losses   Value   Cost   Gains   Losses   Value 
Securities held to maturity:  (In thousands) 
Obligations of U.S. government agencies:                                                            
Mortgage backed securities-residential  $4,383   $171   $(90)  $4,464   $5,414   $156   $(99)  $5,471   $7,308   $223   $(139)  $7,392 
Mortgage backed securities-commercial   1,034        (1)   1,033    1,101        (2)   1,099    1,168            1,168 
Obligations of U.S. government-sponsored enterprises:                                                            
Mortgage backed securities-residential   40,024    1,098    (16)   41,106    37,563    647    (67)   38,143    36,894    413    (507)   36,800 
Debt securities   4,000    1        4,001    5,000    2    (25)   4,977    3,000        (152)   2,848 
Private label mortgage-backed securities-residential   493        (6)   487    536    1    (1)   536    593    25    (4)   614 
Corporate securities   3,000        (242)   2,758    3,000    22        3,022                 
Total securities held to maturity  $52,934   $1,270   $(355)  $53,849   $52,614   $828   $(194)  $53,248   $48,963   $661   $(802)  $48,822 

 

At September 30, 2016, a total of nine securities with an aggregate fair value of $8.5 million had gross unrealized losses of $356,000, or approximately 4.2% of fair value. None of these unrealized losses were considered other-than-temporary.

 

Portfolio Maturities and Yields. The composition, maturities and weighted average yields of the investment debt securities portfolio and the mortgage-backed securities portfolio at September 30, 2016 are summarized in the following tables. Maturities are based on the final contractual payment dates, and do not reflect the impact of prepayments or early redemptions that may occur.

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   At September 30, 2016 
           More Than Five                 
   Less Than   Years Through   More Than         
   Five Years   Ten Years   Ten Years   Total Securities 
   Amortized       Amortized       Amortized       Amortized     
   Cost   Yield   Cost   Yield   Cost   Yield   Cost   Yield 
   (Dollars in thousands) 
Securities available for sale:                                        
Obligations of U.S. government-sponsored enterprises:                                        
Mortgage-backed securities-residential  $944    1.88%  $    %  $4,131    2.33%  $5,075    2.25%
Private label mortgage-backed securities-residential       %   91    5.50%   17    2.27%   108    5.01%
            Total securities available for sale  $944    1.88%  $91    5.50%  $4,148    2.33%  $5,183    2.31%

 

   At September 30, 2016 
           More Than Five                 
   Less Than   Years Through   More Than         
   Five Years   Ten Years   Ten Years   Total Securities 
   Amortized       Amortized       Amortized       Amortized     
   Cost   Yield   Cost   Yield   Cost   Yield   Cost   Yield 
   (Dollars in thousands) 
Securities held to maturity:                                        
Obligations of U.S. government agencies:                                        
Mortgage-backed securities - residential  $    %  $294    4.00%  $4,089    3.19%  $4,383    3.24%
Mortgage-backed securities - commercial       %       %   1,034    0.91%   1,034    0.91%
Obligations of U.S. government-sponsored enterprises:                                        
Mortgage backed securities - residential   10,357    2.24%   10,534    2.63%   19,133    2.74%   40,024    2.58%
Debt securities   2,000    1.00%   2,000    2.94%       -%    4,000    1.97%
Private label mortgage-backed securities - residential       %       %   493    2.96%   493    2.96%
Corporate securities       %       %   3,000    4.00%   3,000    4.00%
            Total securities held to maturity  $12,357    2.04%  $12,828    2.71%  $27,749    2.88%  $52,934    2.64%

 

Sources of Funds

 

General. Deposits, including certificates of deposit, demand, savings, NOW and money market accounts, have traditionally been the primary source of funds used for our lending and investment activities. We obtain certificates of deposit primarily through our branch network and to a lesser extent via the brokered CD market. We also use borrowings, primarily Federal Home Loan Bank advances, to supplement cash flow needs, to lengthen the maturities of liabilities for interest rate risk management and to manage our cost of funds. Additional sources of funds include principal and interest payments from loans and securities, loan and security prepayments and maturities, income on other earning assets and stockholders’ equity. While cash flows from loans and securities payments can be relatively stable sources of funds, deposit inflows and outflows can vary widely and are influenced by prevailing interest rates, market conditions and levels of competition.

Deposits. Our deposits are generated primarily from residents within our primary market area. We offer a selection of deposit accounts, including demand accounts, NOW accounts, money market accounts, savings accounts, retirement accounts and certificates of deposit. Deposit account terms vary, with the principal differences being the minimum balance required, the amount of time the funds must remain on deposit and the interest rate. We also accept brokered deposits when attractive rates and terms are available. At September 30, 2016, we had $13.9 million in brokered deposits as compared to $11.5 million at September 30, 2015.

Interest rates, maturity terms, service fees and withdrawal penalties are established on a periodic basis. Deposit rates and terms are based primarily on current operating strategies and market rates, liquidity requirements, rates paid by competitors and growth goals. Personalized customer service, long-standing relationships with customers and an active marketing program are relied upon to attract and retain deposits.

The flow of deposits is influenced significantly by general economic conditions, changes in money market and other prevailing interest rates and competition. The variety of deposit accounts offered allows us to be competitive in obtaining funds and responding to changes in consumer demand. Based on experience, we believe that our deposits are relatively stable. However, the ability to attract and maintain deposits, and the rates paid on these deposits, has been and will continue to be significantly affected by market conditions. At September 30, 2016, $134.0 million, or 27.2% of our deposit accounts, were certificates of deposit (including individual retirement accounts).

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The following table sets forth the distribution of total deposit accounts, by account type, at the dates indicated.

 

   September 30, 
   2016   2015   2014 
           Weighted           Weighted           Weighted 
           Average           Average           Average 
Deposit Type  Balance   Percent   Rate   Balance   Percent   Rate   Balance   Percent   Rate 
   (Dollars in thousands) 
                                     
Demand accounts  $94,462    19.17%   0.00%  $87,915    18.86%   0.00%  $84,306    18.80%   0.00%
Savings accounts   100,706    20.44%   0.72%   90,196    19.34%   0.69%   65,123    14.52%   0.47%
NOW accounts   49,045    9.96%   0.20%   41,457    8.89%   0.17%   47,029    10.49%   0.14%
Money market accounts   114,458    23.23%   0.41%   103,593    22.22%   0.36%   102,118    22.77%   0.29%
Certificates of deposit   114,355    23.21%   1.16%   122,088    26.18%   0.99%   126,661    28.24%   1.02%
Retirement accounts   19,624    3.98%   1.19%   21,020    4.51%   1.20%   23,214    5.18%   1.18%
                                              
Total deposits  $492,650    100.00%   0.58%  $466,269    100.00%   0.54%  $448,451    100.00%   0.50%

 

As of September 30, 2016, the aggregate amount of outstanding certificates of deposit (including retirement accounts) in amounts greater than or equal to $100,000 was $91.8 million. The following table sets forth the maturity of these certificates as of September 30, 2016 (in thousands):

 

Three months or less  $10,528 
Over three months through six months   9,690 
Over six months through one year   14,686 
Over one year to three years   45,076 
Over three years   11,840 
      
          Total  $91,820 

 

At September 30, 2016, $56.5 million of our certificates of deposit had maturities of one year or less. We monitor activity on these accounts and, based on historical experience and our current pricing strategy, we believe we will retain a large portion of these accounts upon maturity.

 

The following table sets forth the interest-bearing deposit activities for the periods indicated.

 

             
   September 30, 
   2016   2015   2014 
   (Dollars in thousands) 
             
Beginning balance  $378,354   $364,145   $354,983 
Net deposits before interest credited   17,233    11,884    6,928 
Interest credited   2,601    2,325    2,234 
                
Ending balance  $398,188   $378,354   $364,145 

 

 

Borrowings. Our borrowings consist of short- and long-term advances from the Federal Home Loan Bank of New York.

 

As of September 30, 2016, we had long term advances from the Federal Home Loan Bank in the amount of $36.0 million. These aggregate borrowings represent 6.7% of total liabilities and had a weighted average rate of 2.12% at September 30, 2016. Based on eligible collateral pledged to the Federal Home Loan Bank of New York at September 30, 2016, we had an aggregate borrowing capacity of $95.1 million with the Federal Home Loan Bank.

 

Repurchase agreements are recorded as financing transactions as we maintain effective control over the transferred or pledged securities. The dollar amount of the securities underlying the agreements continues to be carried in our securities portfolio while the obligations to repurchase the securities are reported as liabilities in our Consolidated Balance Sheets. The securities underlying the agreements are delivered to the party with whom each transaction is executed. Those parties agree to resell to us the identical securities we delivered to them at the maturity or call period of the agreement.

 

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Long-term Federal Home Loan Bank of New York advances as of September 30, 2016 mature as follows (in thousands):

 

Year Ending September 30,    
     
2017  $5,000 
2018   5,100 
2019   8,940 
2020   10,294 
2021   2,500 
Thereafter   4,206 
   $36,040 

Information concerning overnight line of credit advances with the Federal Home Loan Bank of New York is summarized as follows:

 

   September 30, 
   2016   2015 
   (Dollars in thousands) 
         
Balance at end of year  $   $ 
Weighted average balance during the year  $1,080   $2,958 
Maximum month-end balance during the year  $16,200   $18,500 
Average interest rate during the year   0.56%    0.37% 

 

Subsidiary Activities

 

Magyar Bank organized Magbank Investment Company on August 15, 2006 as a New Jersey investment corporation subsidiary for the purpose of buying, selling and holding investment securities. The income earned on Magbank Investment Company’s investment securities is subject to a significantly lower state tax than that assessed on income earned on investment securities maintained at Magyar Bank.

Hungaria Urban Renewal, LLC is a Delaware limited-liability corporation established in 2002 as a qualified intermediary operating for the purpose of acquiring and developing Magyar Bank’s main office. On January 24, 2006, Magyar Bank exercised a purchase option within its lease from Hungaria Urban Renewal, LLC allowing Magyar Bank to purchase the land and building from this entity. Magyar Bank acquired a 100% interest in Hungaria Urban Renewal, LLC, which will have no other business other than owning Magyar Bank’s main office site. As part of a tax abatement agreement with the City of New Brunswick, Magyar Bank’s new office will remain in Hungaria Urban Renewal, LLC’s name.

Magyar Service Corp., a New Jersey corporation, is a wholly owned subsidiary of Magyar Bank. Magyar Service Corp. offers Magyar Bank customers and others a complete range of non-deposit investment products and financial planning services, including insurance products, fixed and variable annuities, and retirement planning for individual and commercial customers.

 

 

Personnel

At September 30, 2016 we employed 92 full-time employees and 11 part-time employees. Our employees are not represented by any collective bargaining group. Management believes that we have good relations with our employees.

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FEDERAL AND STATE TAXATION

 

Federal Taxation

General. Magyar Bancorp, Inc. and Magyar Bank are subject to federal income taxation in the same general manner as other corporations, with some exceptions discussed below. The most recent audit of Magyar Bank’s federal tax returns by the Internal Revenue Service was for the period ended September 30, 2013. The audit did not result in any material adjustments to the Company’s tax returns or the Company’s financial statements. The following discussion of federal taxation is intended only to summarize certain pertinent federal income tax matters and is not a comprehensive description of the tax rules applicable to Magyar Bancorp, Inc. or Magyar Bank.

Method of Accounting. For federal income tax purposes, Magyar Bancorp, Inc. reports its income and expenses on the accrual method of accounting and uses a tax year ending September 30th for filing its federal and state income tax returns.

Bad Debt Reserves. Historically, Magyar Bank has been subject to special provisions in the tax law regarding allowable tax bad debt deductions and related reserves. Tax law changes were enacted in 1996, pursuant to the Small Business Protection Act of 1996 (the “1996 Act”), that eliminated the use of the percentage of taxable income method for computing tax bad debt deductions for tax years after 1995, and required recapture into taxable income over a six-year period all applicable excess bad debt reserves accumulated after 1988.

Currently, Magyar Bank uses the direct charge off method to account for bad debt deductions for income tax purposes.

Taxable Distributions and Recapture. Prior to the 1996 Act, bad debt reserves created prior to January 1, 1988 (pre-base year reserves) were subject to recapture into taxable income if Magyar Bank failed to meet certain thrift asset and definitional tests.

At September 30, 2016, our total federal pre-base year reserve was approximately $1.3 million. However, under current law, pre-base year reserves remain subject to recapture if Magyar Bank makes certain non-dividend distributions, repurchases any of its stock, pays dividends in excess of tax earnings and profits, or ceases to maintain a bank charter.

Alternative Minimum Tax. The Internal Revenue Code imposes an alternative minimum tax (“AMT”) at a rate of 20% on a base of regular taxable income plus certain tax preferences (“alternative minimum taxable income” or “AMTI”). The AMT is payable to the extent such AMTI is in excess of an exemption amount and the AMT exceeds the regular income tax. Generally, AMT net operating losses can offset no more than 90% of AMTI. Certain payments of AMT may be used as credits against regular tax liabilities in future years. Magyar Bancorp, Inc. and Magyar Bank have been subject to the AMT in prior periods but have subsequently used most of these credits against regular tax liabilities.

 

Net Operating Loss Carryovers. At September 30, 2016, a financial institution was able to carry back net operating losses to the preceding five taxable years and forward to the succeeding 20 taxable years. At September 30, 2016, the Company had approximately $3.6 million of federal and $4.8 million of state net operating loss carry forwards available to offset future taxable income for tax reporting purposes. The federal and state net operating loss carry forwards will begin to expire in 2029, if not used. Based on projections of future taxable income, the Company expects to be able to utilize all net operating loss carry forwards prior to their expiration.

 

Corporate Dividends-Received Deduction. Magyar Bancorp, Inc. may exclude from its federal taxable income 100% of dividends received from Magyar Bank as a wholly owned subsidiary. The corporate dividends-received deduction is 80% when the dividend is received from a corporation having at least 20% of its stock owned by the recipient corporation. A 70% dividends-received deduction is available for dividends received from corporations owned less than 20% by the recipient corporation.

 

State Taxation

New Jersey State Taxation. The income of savings institutions in New Jersey, which is calculated based on federal taxable income, subject to certain adjustments, is subject to New Jersey tax. Magyar Bank, Magyar Service Corporation, and MagBank Investment Company file New Jersey corporate income tax returns. Magyar Bank, Magyar Service Corp., and MagBank Investment Company are not currently under audit with respect to their New Jersey income tax returns nor have their respective state tax returns been audited for the past five years.

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New Jersey tax law does not and has not allowed for a taxpayer to file a tax return on a combined or consolidated basis with another member of the affiliated group where there is common ownership. However, under recent tax legislation, if the taxpayer cannot demonstrate by clear and convincing evidence that the tax filing discloses the true earnings of the taxpayer on its business carried on in the State of New Jersey, the New Jersey Director of the Division of Taxation may, at the director’s discretion, require the taxpayer to file a consolidated return of the entire operations of the affiliated group or controlled group, including its own operations and income.

Delaware and New Jersey State Taxation. As a Delaware holding company not earning income in Delaware, Magyar Bancorp, Inc. is exempt from Delaware corporate income tax, but is required to file annual returns and pay annual fees and a franchise tax to the State of Delaware.

Magyar Bancorp, Inc. is subject to New Jersey corporate income taxes in the same manner as described above for Magyar Bank.

 

SUPERVISION AND REGULATION

 

General

Magyar Bank is a New Jersey-chartered savings bank, and its deposit accounts are insured up to applicable limits by the FDIC under the Deposit Insurance Fund (“DIF”). Magyar Bank is subject to extensive regulation, examination and supervision by the Commissioner of the New Jersey Department of Banking and Insurance (the “Commissioner”) as the issuer of its charter, and by the FDIC as deposit insurer and its primary federal regulator. Magyar Bank must file reports with the Commissioner and the FDIC concerning its activities and financial condition, and it must obtain regulatory approval prior to entering into certain transactions, such as mergers with, or acquisitions of, other depository institutions and opening or acquiring branch offices. The Commissioner and the FDIC conduct periodic examinations to assess Magyar Bank’s compliance with various regulatory requirements. This regulation and supervision establishes a comprehensive framework of activities in which a savings bank can engage and is intended primarily for the protection of the deposit insurance fund and depositors. The regulatory structure also gives the regulatory authorities extensive discretion in connection with their supervisory and enforcement activities and examination policies, including policies with respect to the classification of assets and the establishment of adequate loan loss reserves for regulatory purposes.

Magyar Bancorp, Inc., as a bank holding company controlling Magyar Bank, is subject to the Bank Holding Company Act of 1956, as amended (“BHCA”), and the rules and regulations of the FRB under the BHCA and to the provisions of the New Jersey Banking Act of 1948 (the “New Jersey Banking Act”), and to the regulations of the Commissioner under the New Jersey Banking Act applicable to bank holding companies. Magyar Bank and Magyar Bancorp, Inc. are required to file reports with, and otherwise comply with the rules and regulations of the FRB and the Commissioner. Magyar Bancorp, Inc. is required to file certain reports with, and otherwise comply with, the rules and regulations of the Securities and Exchange Commission under the federal securities laws.

Any change in such laws and regulations, whether by the Commissioner, the Federal Deposit Insurance Corporation, the Federal Reserve Board or through legislation, could have a material adverse impact on Magyar Bank and Magyar Bancorp, Inc. and their operations and stockholders.

Certain of the laws and regulations applicable to Magyar Bank and Magyar Bancorp, Inc. are summarized below. These summaries do not purport to be complete and are qualified in their entirety by reference to such laws and regulations.

 

Federal Legislation

 

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) broadened the base for FDIC insurance assessments. Assessments are now based on the average consolidated total assets less tangible equity capital of a financial institution. The Dodd-Frank Act also permanently increased the maximum amount of deposit insurance for banks, savings institutions and credit unions to $250,000 per depositor. The Dodd-Frank Act increased stockholder influence over boards of directors by requiring companies to give stockholders a non-binding vote on executive compensation and so-called “golden parachute” payments, and authorizing the Securities and Exchange Commission to promulgate rules that would allow stockholders to nominate and solicit votes for their own candidates using a company’s proxy materials. The legislation also directed the FRB to promulgate rules prohibiting excessive compensation paid to bank holding company executives, regardless of whether the company is publicly traded or not. The Dodd-Frank Act provided for originators of certain securitized loans to retain a percentage of the risk, directed the FRB to regulate pricing of certain

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debit card interchange fees, contained a number of reforms related to mortgage originations and authorized depository institutions to pay interest on business checking accounts.

 

New Jersey Banking Regulation

 

Activity Powers. Magyar Bank derives its lending, investment and other activity powers primarily from the applicable provisions of the New Jersey Banking Act and its related regulations. Under these laws and regulations, savings banks, including Magyar Bank, generally may invest in:

·real estate mortgages;
·consumer and commercial loans;
·specific types of debt securities, including certain corporate debt securities and obligations of federal, state and local governments and agencies;
·certain types of corporate equity securities; and
·certain other assets.

A savings bank may also make other investments pursuant to “leeway” authority that permits investments not otherwise permitted by the New Jersey Banking Act. “Leeway” investments must comply with a number of limitations on the individual and aggregate amounts of “leeway” investments. A savings bank may also exercise trust powers upon approval of the Commissioner. New Jersey savings banks may exercise those powers, rights, benefits or privileges authorized for national banks or out-of-state banks or for federal or out-of-state savings banks or savings associations, provided that before exercising any such power, right, benefit or privilege, prior approval by the Commissioner by regulation or by specific authorization is required. The exercise of these lending, investment and activity powers are limited by federal law and regulations. See “Federal Banking Regulation-Activity Restrictions on State-Chartered Banks” below.

Loans-to-One-Borrower Limitations. With certain specified exceptions, a New Jersey-chartered savings bank may not make loans or extend credit to a single borrower or to entities related to the borrower in an aggregate amount that would exceed 15% of the bank’s capital funds. A savings bank may lend an additional 10% of the bank’s capital funds if secured by collateral meeting the requirements of the New Jersey Banking Act. Magyar Bank currently complies with applicable loans-to-one-borrower limitations.

Dividends. Under the New Jersey Banking Act, a stock savings bank may declare and pay a dividend on its capital stock only to the extent that the payment of the dividend would not impair the capital stock of the savings bank. In addition, a stock savings bank may not pay a dividend unless the savings bank would, after the payment of the dividend, have a surplus of not less than 50% of its capital stock, or alternatively, the payment of the dividend would not reduce the surplus. Federal law may also limit the amount of dividends that may be paid by Magyar Bank. See “Federal Banking Regulation-Prompt Corrective Action” below.

Minimum Capital Requirements. Regulations of the Commissioner impose on New Jersey-chartered depository institutions, including Magyar Bank, minimum capital requirements similar to those imposed by the Federal Deposit Insurance Corporation on insured state banks. See “Federal Banking Regulation-Capital Requirements.”

Examination and Enforcement. The NJDBI may examine Magyar Bank whenever it deems an examination advisable. The NJDBI examines Magyar Bank at least every two years. The Commissioner may order any savings bank to discontinue any violation of law or unsafe or unsound business practice and may direct any director, officer, attorney or employee of a savings bank engaged in an objectionable activity, after the Commissioner has ordered the activity to be terminated, to show cause at a hearing before the Commissioner why such person should not be removed. The Commissioner also has authority to appoint a conservator or receiver for a savings bank under certain circumstances such as insolvency or unsafe or unsound condition to transact business.

 

Federal Banking Regulation

 

Capital Requirements. Federal regulations require FDIC insured depository institutions to meet several minimum capital standards: a common equity Tier 1 capital to risk-based assets ratio, a Tier 1 capital to risk-based assets ratio, a total capital to risk-based assets, and a Tier 1 capital to total assets leverage ratio. The existing capital requirements were effective January 1, 2015 and are the result of a final rule implementing regulatory amendments based on recommendations of the Basel Committee on Banking Supervision and certain requirements of the Dodd-Frank Act.

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The capital standards require the maintenance of common equity Tier 1 capital, Tier 1 capital and total capital to risk-weighted assets of at least 4.5%, 6% and 8%, respectively, and a leverage ratio of at least 4% Tier 1 capital. Common equity Tier 1 capital is generally defined as common stockholders’ equity and retained earnings. Tier 1 capital is generally defined as common equity Tier 1 and additional Tier 1 capital. Additional Tier 1 capital includes certain noncumulative perpetual preferred stock and related surplus and minority interests in equity accounts of consolidated subsidiaries. Total capital includes Tier 1 capital (common equity Tier 1 capital plus additional Tier 1 capital) and Tier 2 capital. Tier 2 capital is comprised of capital instruments and related surplus, meeting specified requirements, and may include cumulative preferred stock and long-term perpetual preferred stock, mandatory convertible securities, intermediate preferred stock and subordinated debt. Also included in Tier 2 capital is the allowance for loan and lease losses limited to a maximum of 1.25% of risk-weighted assets and, for institutions that have exercised an opt-out election regarding the treatment of Accumulated Other Comprehensive Income (“AOCI”), up to 45% of net unrealized gains on available-for-sale equity securities with readily determinable fair market values. Institutions that have not exercised the AOCI opt-out have AOCI incorporated into common equity Tier 1 capital (including unrealized gains and losses on available-for-sale-securities). Calculation of all types of regulatory capital is subject to deductions and adjustments specified in the regulations.

In determining the amount of risk-weighted assets for purposes of calculating risk-based capital ratios, all assets, including certain off-balance sheet assets (e.g., recourse obligations, direct credit substitutes, residual interests) are multiplied by a risk weight factor assigned by the regulations based on the risks believed inherent in the type of asset. Higher levels of capital are required for asset categories believed to present greater risk. For example, a risk weight of 0% is assigned to cash and U.S. government securities, a risk weight of 50% is generally assigned to prudently underwritten first lien one-to four-family residential mortgages, a risk weight of 100% is assigned to commercial and consumer loans, a risk weight of 150% is assigned to certain past due loans and a risk weight of between 0% to 600% is assigned to permissible equity interests, depending on certain specified factors.

In addition to establishing the minimum regulatory capital requirements, the regulations limit capital distributions and certain discretionary bonus payments to management if the institution does not hold a “capital conservation buffer” consisting of 2.5% of common equity Tier 1 capital to risk-weighted asset above the amount necessary to meet its minimum risk-based capital requirements. The capital conservation buffer requirement began being phased in beginning January 1, 2016 at 0.625% of risk-weighted assets and increases each year until fully implemented at 2.5% on January 1, 2019.

In assessing an institution’s capital adequacy, the FDIC takes into consideration, not only these numeric factors, but qualitative factors as well, and has the authority to establish higher capital requirements for individual institutions where deemed necessary.

At September 30, 2016, Magyar Bank’s common equity Tier 1 capital to risk-based assets ratio was 11.45%, total capital to risk-based assets was 12.19%, and Tier 1 capital to total assets leverage ratio was 8.27%. The Bank has committed to the FDIC to maintain capital at or above the well capitalized level.

 

Prompt Corrective Action. The FDIC Improvement Act established a system of prompt corrective action to resolve the problems of undercapitalized institutions. The FDIC has adopted regulations to implement the prompt corrective action legislation. The regulations were amended to incorporate the previously mentioned increased regulatory capital standards that were effective January 1, 2015. An institution is deemed to be “well capitalized” if it has a total risk-based capital ratio of 10.0% or greater, a Tier 1 risk-based capital ratio of 8.0% or greater, a leverage ratio of 5.0% or greater and a common equity Tier 1 ratio of 6.5% or greater. An institution is “adequately capitalized” if it has a total risk-based capital ratio of 8.0% or greater, a Tier 1 risk-based capital ratio of 6.0% or greater, a leverage ratio of 4.0% or greater and a common equity Tier 1 ratio of 4.5% or greater. An institution is “undercapitalized” if it has a total risk-based capital ratio of less than 8.0%, a Tier 1 risk-based capital ratio of less than 6.0%, a leverage ratio of less than 4.0% or a common equity Tier 1 ratio of less than 4.5%. An institution is deemed to be “significantly undercapitalized” if it has a total risk-based capital ratio of less than 6.0%, a Tier 1 risk-based capital ratio of less than 4.0%, a leverage ratio of less than 3.0% or a common equity Tier 1 ratio of less than 3.0%. An institution is considered to be “critically undercapitalized” if it has a ratio of tangible equity (as defined in the regulations) to total assets that is equal to or less than 2.0%.

Undercapitalized institutions are subject to a variety of mandatory supervisory measures including the requirement to file a capital plan for the FDIC’s approval and dividend restrictions as well as other discretionary actions by the regulator.

The FDIC is required, with some exceptions, to appoint a receiver or conservator for an insured state bank if that bank is “critically undercapitalized.” For this purpose, “critically undercapitalized” means having a ratio of tangible capital to total assets of less than 2%. The FDIC may also appoint a conservator or receiver for a state bank on the basis of the institution’s financial condition or upon the occurrence of certain events, including:

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·insolvency, or when the assets of the bank are less than its liabilities to depositors and others;
·substantial dissipation of assets or earnings through violations of law or unsafe or unsound practices;
·existence of an unsafe or unsound condition to transact business;
·likelihood that the bank will be unable to meet the demands of its depositors or to pay its obligations in the normal course of business; and
·insufficient capital, or the incurring or likely incurring of losses that will deplete substantially all of the institution’s capital with no reasonable prospect of replenishment of capital without federal assistance.

Activity Restrictions on State-Chartered Banks. Federal law and FDIC regulations generally limit the activities and investments of state-chartered Federal Deposit Insurance Corporation-insured banks and their subsidiaries to those permissible for national banks and their subsidiaries, unless such activities and investments are specifically exempted by law or consented to by the Federal Deposit Insurance Corporation.

Before making a new investment or engaging in a new activity that is not permissible for a national bank or otherwise permissible under federal law or the FDIC regulations, an insured bank must seek approval from the FDIC to make such investment or engage in such activity. The FDIC will not approve the activity unless the bank meets its minimum capital requirements and the FDIC determines that the activity does not present a significant risk to the DIF. Certain activities of subsidiaries that are engaged in activities permitted for national banks only through a “financial subsidiary” are subject to additional restrictions.

Federal law permits a state-chartered savings bank to engage, through financial subsidiaries, in any activity in which a national bank may engage through a financial subsidiary and on substantially the same terms and conditions. In general, the law permits a national bank that is well-capitalized and well-managed to conduct, through a financial subsidiary, any activity permitted for a financial holding company other than insurance underwriting, insurance investments, real estate investment or development or merchant banking. The total assets of all such financial subsidiaries may not exceed the lesser of 45% of the bank’s total assets or $50 million. The bank must have policies and procedures to assess the financial subsidiary’s risk and protect the bank from such risk and potential liability, must not consolidate the financial subsidiary’s assets with the bank’s and must exclude from its own assets and equity all equity investments, including retained earnings, in the financial subsidiary. State-chartered savings banks may retain subsidiaries in existence as of March 11, 2000 and may engage in activities that are not authorized under federal law. Although Magyar Bank meets all conditions necessary to establish and engage in permitted activities through financial subsidiaries, it has not yet determined to engage in such activities.

Federal Home Loan Bank System. Magyar Bank is a member of the Federal Home Loan Bank system, which consists of eleven regional federal home loan banks, each subject to supervision and regulation by the Federal Housing Finance Board (“FHFB”). The federal home loan banks provide a central credit facility primarily for member thrift institutions as well as other entities involved in home mortgage lending. Magyar Bank, as a member of the Federal Home Loan Bank of New York, is required to purchase and hold shares of capital stock in the Federal Home Loan Bank of New York in specified amounts.

As of September 30, 2016, Magyar Bank was in compliance with these requirements.

Enforcement. The Federal Deposit Insurance Corporation has extensive enforcement authority over insured savings banks, including Magyar Bank. This enforcement authority includes, among other things, the ability to assess civil money penalties, issue cease and desist orders and remove directors and officers. In general, these enforcement actions may be initiated in response to violations of laws and regulations and to unsafe or unsound practices.

Deposit Insurance. Magyar Bank is a member of the Deposit Insurance Fund, which is administered by the Federal Deposit Insurance Corporation. Deposit accounts at Magyar Bank are insured by the Federal Deposit Insurance Corporation, generally up to a maximum of $250,000 for each separately insured depositor.

 

The FDIC assesses insurance premiums based on the category to which an institution is assigned. Under this assessment system, the FDIC evaluates the risk of each financial institution based on its supervisory rating and certain financial ratios for purposes of assigning institutions to a category. Assessments are based on the institution’s category, subject to specified adjustments, with institutions perceived as less risky to the deposit insurance fund paying lower assessments.

 

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Effective April 1, 2011, the FDIC Board changed the assessment base from adjusted domestic deposits to a bank’s average consolidated total assets minus average Tier 1 capital, as required by the Dodd-Frank Act. The FDIC lowered assessment rates to between 2.5 and 9 basis points on the broader base for banks in the lowest risk category and 30 to 45 basis points for banks in the highest risk category. The final rule eliminated the adjustment to the rate paid for secured liabilities, including Federal Home Loan Bank advances, since these are now part of the new assessment base.

 

On April 26, 2016, the FDIC Board adopted a rule in accordance with provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act that requires large institutions (those greater than $10 billion in assets) to bear the burden of raising the Reserve Ratio from 1.15% to 1.35%. The rule also amended small institution pricing for deposit insurance which was effective the quarter after the Reserve Ratio reaches 1.15%. The Reserve Ratio is the total of the Deposit Insurance Fund (“DIF”) divided by the total estimated insured deposits of the industry. The Reserve Ratio reached 1.15% effective as of June 30, 2016, lowering small institution assessment rates to between 1.5 and 16 basis points for banks in the lowest risk category and 3 to 30 basis points for banks in the higher risk categories. Once the reserve ratio reaches 1.38%, small institutions will receive credits to offset their contribution to raising the Reserve Ratio to 1.35%. The rule also eliminated the previous risk categories in favor of an assessment schedule based on examination ratings and financial modeling.

 

The deposit insurance assessment rates are in addition to the assessments for payments on the bonds issued in the late 1980s by the Financing Corporation, or FICO, to recapitalize the now defunct Federal Savings and Loan Insurance Corporation. The FICO payments will continue until the FICO bonds mature in 2017 through 2019. Our expense for the assessment of deposit insurance and the FICO payments was $720,000 for the year ended September 30, 2016 and $721,000 for the year ended September 30, 2015.

 

Insurance of deposits may be terminated by the Federal Deposit Insurance Corporation upon a finding that an institution has engaged in unsafe or unsound practices, is in an unsafe or unsound condition to continue operations or has violated any applicable law, regulation, rule, order or condition imposed by the Federal Deposit Insurance Corporation. The Association does not believe that it is taking or is subject to any action, condition or violation that could lead to termination of its deposit insurance.

 

Transactions with Affiliates of Magyar Bank. Magyar Bank’s authority to engage in transactions with its affiliates is limited by Sections 23A and 23B of the Federal Reserve Act and its implementing Regulation W promulgated by the Board of Governors of the Federal Reserve System. An affiliate is a company that controls, is controlled by, or is under common control with an insured depository institution such as Magyar Bancorp, Inc. and Magyar Bancorp, MHC. In general, loan transactions between an insured depository institution and its affiliates are subject to certain quantitative and collateral requirements. In this regard, transactions between an insured depository institution and its affiliates are limited to 10% of the institution’s unimpaired capital and unimpaired surplus for transactions with any one affiliate and 20% of unimpaired capital and unimpaired surplus for transactions in the aggregate with all affiliates. Collateral of specific types and in specified amounts ranging from 100% to 130% of the amount of the transaction must usually be provided by affiliates in order to receive loans from the savings association. In addition, transactions with affiliates must be consistent with safe and sound banking practices, not involve low-quality assets and be on terms that are as favorable to the institution as comparable transactions with non-affiliates. Magyar Bank is in compliance with these requirements.

Prohibitions Against Tying Arrangements. Banks are subject to the prohibitions of 12 U.S.C. Section 1972 on certain tying arrangements. A depository institution is prohibited, subject to some exceptions, from extending credit to or offering any other service, or fixing or varying the consideration for such extension of credit or service, on the condition that the customer obtain some additional service from the institution or its affiliates or not obtain services of a competitor of the institution.

Community Reinvestment Act and Fair Lending Laws. All FDIC insured institutions have a responsibility under the Community Reinvestment Act (“CRA”) and related regulations to help meet the credit needs of their communities, including low- and moderate-income neighbourhoods. In connection with its examination of a state chartered savings bank, the FDIC is required to assess the institution’s record of compliance with the CRA. Among other things, the current CRA regulations replace the prior process-based assessment factors with a new evaluation system that rates an institution based on its actual performance in meeting community needs. In particular, the current evaluation system focuses on three tests:

·a lending test, to evaluate the institution’s record of making loans in its service areas;
·an investment test, to evaluate the institution’s record of investing in community development projects, affordable housing, and programs benefiting low or moderate income individuals and businesses; and
·a service test, to evaluate the institution’s delivery of services through its service channels.

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An institution’s failure to comply with the provisions of the CRA could, at a minimum, result in regulatory restrictions on its activities. We received an “outstanding” CRA rating in our most recently completed federal examination, which was conducted by the FDIC in 2013.

In addition, the Equal Credit Opportunity Act and the Fair Housing Act prohibit lenders from discriminating in their lending practices on the basis of characteristics specified in those statutes. The failure to comply with the Equal Credit Opportunity Act and the Fair Housing Act could result in enforcement actions by the FDIC, as well as other federal regulatory agencies and the Department of Justice.

 

Loans to a Bank’s Insiders

 

Federal Regulation. A bank’s loans to its executive officers, directors, any owner of 10% or more of its stock (each, an insider) and any of certain entities affiliated with any such person (an insider’s related interest) are subject to the conditions and limitations imposed by Section 22(h) of the Federal Reserve Act and its implementing regulations. Under these restrictions, the aggregate amount of the loans to any insider and the insider’s related interests may not exceed the loans-to-one-borrower limit applicable to national banks, which is comparable to the loans-to-one-borrower limit applicable to Magyar Bank’s loans. See “New Jersey Banking Regulation—Loans-to-One Borrower Limitations.” All loans by a bank to all insiders and insiders’ related interests in the aggregate may not exceed the bank’s unimpaired capital and unimpaired surplus. With certain exceptions, loans to an executive officer, other than loans for the education of the officer’s children and certain loans secured by the officer’s residence, may not exceed the lesser of (1) $100,000 or (2) the greater of $25,000 or 2.5% of the bank’s unimpaired capital and surplus. Federal regulation also requires that any proposed loan to an insider or a related interest of that insider be approved in advance by a majority of the Board of Directors of the bank, with any interested directors not participating in the voting, if such loan, when aggregated with any existing loans to that insider and the insider’s related interests, would exceed either (1) $250,000 or (2) the greater of $25,000 or 5% of the bank’s unimpaired capital and surplus. Generally, such loans must be made on substantially the same terms as, and follow credit underwriting procedures that are not less stringent than, those that are prevailing at the time for comparable transactions with other persons.

 

An exception is made for extensions of credit made pursuant to a benefit or compensation plan of a bank that is widely available to employees of the bank and that does not give any preference to insiders of the bank over other employees of the bank.

 

In addition, federal law prohibits extensions of credit to a bank’s insiders and their related interests by any other institution that has a correspondent banking relationship with the bank, unless such extension of credit is on substantially the same terms as those prevailing at the time for comparable transactions with other persons and does not involve more than the normal risk of repayment or present other unfavourable features.

 

New Jersey Regulation. Provisions of the New Jersey Banking Act impose conditions and limitations on the liabilities to a savings bank of its directors and executive officers and of corporations and partnerships controlled by such persons, that are comparable in many respects to the conditions and limitations imposed on the loans and extensions of credit to insiders and their related interests under federal law, as discussed above. The New Jersey Banking Act also provides that a savings bank that is in compliance with federal law is deemed to be in compliance with such provisions of the New Jersey Banking Act.

 

Federal Reserve System

 

Federal Reserve Board regulations require all depository institutions to maintain reserves at specified levels against their transaction accounts (primarily NOW and regular checking accounts). At September 30, 2016, Magyar Bank was in compliance with the Federal Reserve Board’s reserve requirements. Savings banks, such as Magyar Bank, are authorized to borrow from the Federal Reserve Bank “discount window.” Magyar Bank is deemed by the Federal Reserve Board to be generally sound and thus is eligible to obtain secondary credit from its Federal Reserve Bank. Generally, secondary credit is extended on a very short-term basis to meet the liquidity needs of the institution. Loans must be secured by acceptable collateral and carry a rate of interest above the Federal Open Market Committee’s federal funds target rate.

 

The USA PATRIOT Act

 

The USA PATRIOT Act gives the federal government new powers to address terrorist threats through enhanced domestic security measures, expanded surveillance powers, increased information sharing and broadened anti-money laundering requirements. The USA PATRIOT Act also requires the federal banking agencies to take into consideration the effectiveness of controls designed to combat money laundering activities in determining whether to approve a merger or

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other acquisition application of a member institution. Accordingly, if we engage in a merger or other acquisition, our controls designed to combat money laundering would be considered as part of the application process. We have established policies, procedures and systems designed to comply with these regulations.

 

Sarbanes-Oxley Act of 2002

 

The Sarbanes-Oxley Act of 2002 (“SOX”) is a law that addresses, among other issues, corporate governance, auditing and accounting, executive compensation, and enhanced and timely disclosure of corporate information. As directed by Section 302(a) of Sarbanes-Oxley Act of 2002, Magyar Bancorp, Inc.’s Chief Executive Officer and Chief Financial Officer each are required to certify that its quarterly and annual reports do not contain any untrue statement of a material fact. The rules have several requirements, including having these officers certify that: they are responsible for establishing, maintaining and regularly evaluating the effectiveness of our internal controls; they have made certain disclosures to our auditors and the audit committee of the Board of Directors about our internal controls; and they have included information in our quarterly and annual reports about their evaluation and whether there have been significant changes in our internal controls or in other factors that could significantly affect internal controls. Magyar Bancorp, Inc. has existing policies, procedures and systems designed to comply with these regulations, and is further enhancing and documenting such policies, procedures and systems to ensure continued compliance with these regulations.

 

Section 404(b) requires independent auditors to report on management’s assessment of internal controls over financial reporting.  The 2010 Dodd-Frank Act provided an exemption on compliance with Sarbanes-Oxley Act (SOX) Section 404(b) for companies with less than $75.0 million in market capitalization. The inclusion of the exemption in the final reform legislation permanently exempted the auditor attestation requirement and significantly reduced the compliance burdens of smaller reporting companies.  Disclosure of management attestations on internal control over financial reporting continues to be required for smaller reporting companies.

 

Holding Company Regulation

 

Federal Regulation. Magyar Bancorp, Inc. is regulated as a bank holding company. Bank holding companies are subject to examination, regulation and periodic reporting under the Bank Holding Company Act, as administered by the Federal Reserve Board. Bank holding companies are generally subject to consolidated capital requirements established by the FRB. The Dodd-Frank Act required the FRB to amend its consolidated minimum capital requirements for bank holding companies to make them no less stringent than those applicable to insured depository institutions themselves. However, legislation was enacted in December 2014 which required the FRB to amend its “Small Bank Holding Company” exemption from consolidated holding company capital requirements to generally extend the applicability of the exemption from $500 million to $1 billion in assets. Regulations doing so were effective May 15, 2015. Consequently, bank holding companies of under $1 billion in consolidated assets remain exempt from consolidated regulatory capital requirements, unless the Federal Reserve determines otherwise in particular cases.

 

Regulations of the FRB provide that a bank holding company must serve as a source of strength to any of its subsidiary banks and must not conduct its activities in an unsafe or unsound manner. The Dodd-Frank Act codified the source of strength policy and requires the promulgation of implementing regulations. Under the prompt corrective action provisions of the Act, a bank holding company parent of an undercapitalized subsidiary bank would be directed to guarantee, within limitations, the capital restoration plan that is required of such an undercapitalized bank. See “Federal Banking Regulation—Prompt Corrective Action.” If the undercapitalized bank fails to file an acceptable capital restoration plan or fails to implement an accepted plan, the FRB may prohibit the bank holding company parent of the undercapitalized bank from paying any dividend or making any other form of capital distribution without the prior approval of the FRB.

 

As a bank holding company, Magyar Bancorp, Inc. is required to obtain the prior approval of the FRB to acquire all, or substantially all, of the assets of any bank or bank holding company. Prior FRB approval is required for Magyar Bancorp, Inc. to acquire direct or indirect ownership or control of any voting securities of any bank or bank holding company if, after giving effect to such acquisition, it would, directly or indirectly, own or control more than 5% of any class of voting shares of such bank or bank holding company.

A bank holding company is required to give the FRB prior written notice of any purchase or redemption of its outstanding equity securities if the gross consideration for the purchase or redemption, when combined with the net consideration paid for all such purchases or redemptions during the preceding 12 months, will be equal to 10% or more of the company’s consolidated net worth. The FRB may disapprove such a purchase or redemption if it determines that the proposal would constitute an unsafe and unsound practice, or would violate any law, regulation, FRB order or directive, or any condition imposed by, or written agreement with, the FRB. Such notice and approval is not required for a bank holding company that would be treated as “well capitalized” under applicable regulations of the FRB, that has received a composite

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“1” or “2” rating, as well as a “satisfactory” rating for management, at its most recent bank holding company inspection by the FRB, and that is not the subject of any unresolved supervisory issues.

 

In addition, a bank holding company that does not elect to be a financial holding company under federal regulation, is generally prohibited from engaging in, or acquiring direct or indirect control of any company engaged in non-banking activities. One of the principal exceptions to this prohibition is for activities found by the FRB to be so closely related to banking or managing or controlling banks as to be permissible. Some of the principal activities that the FRB has determined by regulation to be so closely related to banking as to be permissible are:

 

·making or servicing loans;
·performing certain data processing services;
·providing discount brokerage services, or acting as fiduciary, investment or financial advisor;
·leasing personal or real property;
·making investments in corporations or projects designed primarily to promote community welfare; and
·acquiring a savings and loan association.

Bank holding companies that elect to be a financial holding company may engage in activities that are financial in nature or incident to activities which are financial in nature, including investment banking and insurance underwriting. Magyar Bancorp, Inc. has not elected to be a financial holding company, although it may seek to do so in the future. Bank holding companies may elect to become a financial holding company if:

·each of its depository institution subsidiaries is “well capitalized;”
·each of its depository institution subsidiaries is “well managed;”
·each of its depository institution subsidiaries has at least a “satisfactory” Community Reinvestment Act rating at its most recent examination; and
·the bank holding company has filed a certification with the FRB stating that it elects to become a financial holding company.

Under federal law, depository institutions are liable to the FDIC for losses suffered or anticipated by the FDIC in connection with the default of a commonly controlled depository institution or any assistance provided by the FDIC to such an institution in danger of default. This law would be applicable potentially to Magyar Bancorp, Inc. if it ever acquired as a separate subsidiary a depository institution in addition to Magyar Bank.

 

It has been the policy of many mutual holding companies to waive the receipt of dividends declared by its subsidiary. In connection with its approval of the reorganization, however, the FRB required Magyar Bancorp, MHC to obtain prior FRB approval before it may waive any dividends. As of the date hereof, FRB policy is to prohibit a mutual bank holding company from waiving the receipt of dividends from its holding company or bank subsidiary, and management is not aware of any instance in which the FRB has given its approval for a mutual bank holding company to waive dividends. It is not currently intended that Magyar Bancorp, MHC will waive dividends declared by Magyar Bancorp, Inc. as long as Magyar Bancorp, MHC is regulated by the Federal Reserve Board.

 

Conversion of Magyar Bancorp, MHC to Stock Form. Magyar Bancorp, MHC is permitted to convert from the mutual form of organization to the capital stock form of organization (a “Conversion Transaction”). There can be no assurance when, if ever, a Conversion Transaction will occur, and the Board of Directors has no current intention or plan to undertake a Conversion Transaction. In a Conversion Transaction a new stock holding company may be formed as the successor to Magyar Bancorp, Inc. (the “New Holding Company”), Magyar Bancorp, MHC’s corporate existence would end, and certain depositors of Magyar Bank would receive the right to subscribe for additional shares of the New Holding Company. In a Conversion Transaction, each share of common stock held by stockholders other than Magyar Bancorp, MHC (“Minority Stockholders”) would be converted into a number of shares of common stock of the New Holding Company determined pursuant to an exchange ratio that ensures that Minority Stockholders own the same percentage of common stock in the New Holding Company as they owned in Magyar Bancorp, Inc. immediately before the Conversion Transaction, subject to any adjustment required by regulation or regulatory policy. The total number of shares held by Minority Stockholders after a Conversion Transaction also would be increased by any purchases by Minority Stockholders in the stock offering conducted as part of the Conversion Transaction.

 

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Any Conversion Transaction would require the approval of a majority of the outstanding shares of Magyar Bancorp, Inc. common stock held by Minority Stockholders and the approval of a majority of the eligible votes of depositors of Magyar Bank.

 

New Jersey Regulation. Under the New Jersey Banking Act, a company owning or controlling a savings bank is regulated as a bank holding company. The New Jersey Banking Act defines the terms “company” and “bank holding company” as such terms are defined under the BHCA. Each bank holding company controlling a New Jersey-chartered bank or savings bank must file certain reports with the Commissioner and is subject to examination by the Commissioner.

Acquisition of Magyar Bancorp, Inc. Under federal law and under the New Jersey Banking Act, no person may acquire control of Magyar Bancorp, Inc. without first obtaining approval of such acquisition of control by the Federal Reserve Board and the Commissioner.

Federal Securities Laws. Magyar Bancorp, Inc. common stock is registered with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended. Magyar Bancorp, Inc. is subject to the information, proxy solicitation, insider trading restrictions and other requirements under the Securities Exchange Act of 1934.

 

The registration under the Securities Act of 1933 of shares of the common stock sold in the stock offering did not cover the resale of the shares. Shares of the common stock purchased by persons who are not affiliates of Magyar Bancorp, Inc. may be resold without registration. Shares purchased by an affiliate of Magyar Bancorp, Inc. will be subject to the resale restrictions of Rule 144 under the Securities Act of 1933. If Magyar Bancorp, Inc. meets the current public information requirements of Rule 144 under the Securities Act of 1933, each affiliate of Magyar Bancorp, Inc. who complies with the other conditions of Rule 144, including those that require the affiliate’s sale to be aggregated with those of other persons, would be able to sell in the public market, without registration, a number of shares not to exceed, in any three month period, the greater of 1% of the outstanding shares of Magyar Bancorp, Inc., or the average weekly volume of trading in the shares during the preceding four calendar weeks. Provision may be made in the future by Magyar Bancorp, Inc. to permit affiliates to have their shares registered for sale under the Securities Act of 1933.

 

 

ITEM 1A. Risk Factors

 

Changes in Interest Rates May Hurt our Profits and Asset Values.

Our earnings largely depend on our net interest income, which could be negatively affected by changes in interest rates. Net interest income is the difference between:

 

·the interest income we earn on our interest-earning assets, such as loans and securities; and
·the interest expense we pay on our interest-bearing liabilities, such as deposits and borrowings.

 

The rates we earn on our assets and the rates we pay on our liabilities are generally fixed for a contractual period of time. While we have taken steps to attempt to reduce our exposure to increases in interest rates, historically our liabilities generally have shorter contractual maturities than our assets. This imbalance can create significant earnings volatility, because market interest rates change over time. In a period of rising interest rates, the interest income earned on our assets may not increase as rapidly as the interest paid on our liabilities. Likewise, in a period of falling interest rates, the interest expense paid on our liabilities may not decrease as rapidly as the interest income received on our assets. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Management of Market Risk.”

 

In addition, changes in interest rates can affect the average life of loans and mortgage-backed securities. A reduction in interest rates causes increased prepayments of loans and mortgage-backed securities as borrowers tend to refinance their debt to reduce their borrowing costs. This creates reinvestment risk, which is the risk that we may not be able to reinvest the funds from faster prepayments at rates that are comparable to the rates we earned on the prepaid loans or securities. Additionally, increases in interest rates may decrease loan demand and/or make it more difficult for borrowers to repay adjustable-rate loans.

 

Changes in interest rates also affect the current market value of our interest-earning securities portfolio. Generally, the value of securities moves inversely with changes in interest rates. At September 30, 2016, the fair value of our total securities portfolio was $59.1 million. The unrealized net gain on securities totaled $966,000 on a pre-tax basis at September 30, 2016.

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We evaluate interest rate sensitivity using models that estimate the change in Magyar Bank’s net interest income over a range of interest rate scenarios. At September 30, 2016, in the event of an immediate 200 basis point increase in interest rates, the model projects that we would experience a $365,000, or 2.09%, decrease in net interest income in the first year following the change in interest rates, and a $576,000, or 3.36%, increase in net interest income in the second year following the change in interest rates. At September 30, 2016, in the event of an immediate 100 basis point decrease in interest rates, the model projects that we would experience an $901,000, or 5.16%, decrease in net interest income in the first year following the change in interest rates, and a $1.5 million, or 8.65%, decrease in net interest income in the second year following the change in interest rates.

At September 30, 2016, our available-for-sale securities portfolio totaled $5.2 million, which were all mortgage-backed securities. To the extent interest rates increase and the value of our available-for-sale portfolio decreases, our stockholders’ equity will be adversely affected.

Because We Intend to Continue our Emphasis on the Origination of Commercial Business Loans and Commercial Real Estate Loans, Our Lending Risk Has Increased in Recent Years and May Increase in Future Years.

At September 30, 2016, our portfolio of commercial business and commercial real estate loans totaled $238.4 million, or 52.1% of our total loans, compared to $215.3 million, or 50.9% of our total loans at September 30, 2015 and $204.5 million, or 50.3% of our total loans at September 30, 2014. It is our intent to continue to emphasize the origination of commercial business and commercial real estate loans. Commercial business and commercial real estate loans generally have more risk than one-to four-family residential mortgage loans. At September 30, 2016, our non-performing loans decreased to $4.2 million from $5.9 million at September 30, 2016. Because the repayment of these loans depends on the successful management and operation of the borrower’s properties or related businesses, repayment of these loans has been and may continue to be affected by adverse conditions in the real estate market or the local economy. Further, these loans typically have larger loan balances, and several of our borrowers have more than one commercial business and commercial real estate loan outstanding with us. Consequently, an adverse development with respect to one loan or one credit relationship can expose us to significantly greater risk of loss compared to an adverse development with respect to a one- to four-family residential mortgage loan. Finally, if we foreclose on a commercial business or commercial real estate loan, our holding period for the collateral, if any, typically is longer than for one- to four-family residential mortgage loans because there are fewer potential purchasers of the collateral. Because we plan to continue to emphasize the origination of these loans, it may be necessary to increase our allowance for loan losses because of the increased credit risk associated with these types of loans. Any increase to our allowance for loan losses would adversely affect our earnings.

A Worsening of Economic Conditions Could Reduce Demand for Our Products and Services and/or Result in Increases in Our Level of Non-performing Loans, Which Could Have an Adverse Effect on Our Results of Operations.

Unlike larger financial institutions that are more geographically diversified, our profitability depends primarily on the general economic conditions in New Jersey and the greater New York metropolitan area. Local economic conditions have a significant impact on our commercial real estate and construction and consumer loans, the ability of the borrowers to repay these loans and the value of the collateral securing these loans. Almost all of our loans are to borrowers located in or secured by collateral located in New Jersey and the New York metropolitan area.

A deterioration in economic conditions could result in the following consequences, any of which could have a material adverse effect on our business, financial condition, liquidity and results of operations:

 

·demand for our products and services may decline;

 

·loan delinquencies, problem assets and foreclosures may increase;

 

·collateral for loans, especially real estate, may decline in value, in turn reducing customers’ future borrowing power, and reducing the value of assets and collateral associated with existing loans;

 

·the value of our securities portfolio may decline; and

 

·the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us.

 

 

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Moreover, a significant decline in general economic conditions, caused by inflation, recession, acts of terrorism, an outbreak of hostilities or other international or domestic calamities, unemployment or other factors beyond our control could further impact these local economic conditions and could further negatively affect the financial results of our banking operations. In addition, deflationary pressures, while possibly lowering our operating costs, could have a significant negative effect on our borrowers, especially our business borrowers, and the values of underlying collateral securing loans, which could negatively affect our financial performance.

If Our Allowance for Loan Losses is Not Sufficient to Cover Actual Loan Losses, Our Earnings Could Decrease.

Our allowance for loan losses may not be sufficient to cover losses inherent in our loan portfolio, requiring additions to our allowance, which could materially decrease our net income. Our allowance for loan losses was 0.67% of total loans and 72.6% of total non-performing loans at September 30, 2016. We make various assumptions and judgments about the collectability of our loan portfolio, including the creditworthiness of our borrowers and the value of the real estate and other assets serving as collateral for the repayment of many of our loans. In determining the amount of the allowance for loan losses, we review our loans and our loss and delinquency experience, and we evaluate economic conditions. Based on this review, we believe our allowance for loan losses is adequate to absorb losses in our loan portfolio as of September 30, 2016.

Bank regulators periodically review our allowance for loan losses and may require us to increase our provision for loan losses or recognize further loan charge-offs. Any increase in our allowance for loan losses or loan charge-offs as required by these regulatory authorities will have a material adverse effect on our financial condition and results of operations.

Strong Competition Within Our Market Area May Limit Our Growth and Profitability.

Competition in the banking and financial services industry is intense. In our market area, we compete with commercial banks, savings institutions, mortgage brokerage firms, credit unions, finance companies, mutual funds, insurance companies, and brokerage and investment banking firms operating locally and elsewhere. Some of our competitors have substantially greater resources and lending limits than we, have greater name recognition and market presence that benefit them in attracting business, and offer certain services that we do not or cannot provide. In addition, larger competitors may be able to price loans and deposits more aggressively than we do. Our profitability depends upon our continued ability to successfully compete in our market area. The greater resources and deposit and loan products offered by some of our competitors may limit our ability to increase our interest-earning assets. For additional information see “Business of Magyar Bank-Competition.”

If We Declare Dividends on Our Common Stock, Magyar Bancorp, MHC Will Be Prohibited from Waiving the Receipt of Dividends by Current Federal Reserve Board Policy, Which May Result in Lower Dividends for All Other Stockholders.

The Board of Directors of Magyar Bancorp, Inc. has the authority to declare dividends on its common stock, subject to statutory and regulatory requirements. So long as Magyar Bancorp, MHC is regulated by the FRB, if Magyar Bancorp, Inc. pays dividends to its stockholders, it also will be required to pay dividends to Magyar Bancorp, MHC, unless Magyar Bancorp, MHC is permitted by the FRB to waive the receipt of dividends. The FRB’s current position is to not permit a mutual holding company to waive dividends declared by its subsidiary. Accordingly, because dividends will be required to be paid to Magyar Bancorp, MHC along with all other stockholders, the amount of dividends available for all other shareholders will be less than if Magyar Bancorp, MHC were permitted to waive the receipt of dividends.

Magyar Bancorp, MHC Exercises Voting Control Over Magyar Bancorp, Inc.; Public Stockholders Own a Minority Interest.

Magyar Bancorp, MHC owns a majority of Magyar Bancorp, Inc.’s common stock and, through its Board of Directors, exercises voting control over the outcome of all matters put to a vote of stock holders (including the election of directors), except for matters that require a vote greater than a majority. Public stockholders own a minority of the outstanding shares of Magyar Bancorp, Inc.’s common stock. The same directors and officers who manage Magyar Bancorp, Inc. and Magyar Bank also manage Magyar Bancorp, MHC. In addition, regulatory restrictions applicable to Magyar Bancorp, MHC prohibit the sale of Magyar Bancorp, Inc. unless the mutual holding company first undertakes a second-step conversion.

 

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We Operate In A Highly Regulated Environment and May Be Adversely Affected By Changes In Laws And Regulations.

 

Magyar Bank is subject to extensive regulation, supervision and examination by the NJDBI, its chartering authority, and by the Federal Deposit Insurance Corporation, which insures Magyar Bank’s deposits. As a bank holding company, Magyar Bancorp, Inc. is subject to regulation and supervision by the Federal Reserve Board. Such regulation and supervision govern the activities in which financial institutions and their holding companies may engage and are intended primarily for the protection of the federal deposit insurance fund and depositors. These regulatory authorities have extensive discretion in connection with their supervisory and enforcement activities, including the imposition of restrictions on the operations of financial institutions, the classification of assets by financial institutions and the adequacy of financial institutions’ allowance for loan losses. Any change in such regulation and oversight, whether in the form of regulatory policy, regulations, or legislation, could have a material impact on Magyar Bank and Magyar Bancorp, Inc.

 

Magyar Bank’s operations are also subject to extensive regulation by other federal, state and local governmental authorities, and are subject to various laws and judicial and administrative decisions that impose requirements and restrictions on operations. These laws, rules and regulations are frequently changed by legislative and regulatory authorities. There can be no assurance that changes to existing laws, rules and regulations, or any other new laws, rules or regulations, will not be adopted in the future, which could make compliance more difficult or expensive or otherwise adversely affect our business, financial condition or prospects.

 

Non-compliance with the USA PATRIOT Act, Bank Secrecy Act, or Other Laws and Regulations Could Result in Fines or Sanctions.

 

The USA PATRIOT and Bank Secrecy Acts require financial institutions to develop programs to prevent financial institutions from being used for money laundering and terrorist activities. If such activities are detected, financial institutions are obligated to file suspicious activity reports with the U.S. Treasury’s Office of Financial Crimes Enforcement Network. These rules require financial institutions to establish procedures for identifying and verifying the identity of customers seeking to open new financial accounts. Failure to comply with these regulations could result in fines or sanctions, including restrictions on conducting acquisitions or establishing new branches. During the last year, several banking institutions have received large fines for non-compliance with these laws and regulations. While we have developed policies and procedures designed to assist in compliance with these laws and regulations, these policies and procedures may not be effective in preventing violations of these laws and regulations.

 

System Failure or Breaches of Our Network Security Could Subject Us to Increased Operating Costs as well as Litigation and Other Liabilities.

The computer systems and network infrastructure we and our third-party service providers use could be vulnerable to unforeseen problems. Our operations are dependent upon our ability to protect our computer equipment against damage from physical theft, fire, power loss, telecommunications failure or a similar catastrophic event, as well as from security breaches, denial of service attacks, viruses, worms and other disruptive problems caused by hackers. Any damage or failure that causes an interruption in our operations could have a material adverse effect on our financial condition and results of operations. Computer break-ins, phishing and other disruptions could also jeopardize the security of information stored in and transmitted through our computer systems and network infrastructure, which may result in significant liability to us and may cause existing and potential customers to refrain from doing business with us. Although we, with the help of third-party service providers, intend to continue to implement security technology and establish operational procedures designed to prevent such damage, our security measures may not be successful. In addition, advances in computer capabilities, new discoveries in the field of cryptography or other developments could result in a compromise or breach of the algorithms we and our third-party service providers use to encrypt and protect customer transaction data. A failure of such security measures could have a material adverse effect on our financial condition and results of operations.

It is possible that a significant amount of time and money may be spent to rectify the harm caused by a breach or hack. While we have general liability insurance, there are limitations on coverage as well as dollar amount. Furthermore, cyber incidents carry a greater risk of injury to our reputation. Finally, depending on the type of incident, banking regulators can impose restrictions on our business and consumer laws may require reimbursement of customer loss.

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Risks Associated with Cyber-Security Could Negatively Affect Our Earnings.

 

The financial services industry has experienced an increase in both the number and severity of reported cyber attacks aimed at gaining unauthorized access to bank systems as a way to misappropriate assets and sensitive information, corrupt and destroy data, or cause operational disruptions

 

We have established policies and procedures to prevent or limit the impact of security breaches, but such events may still occur or may not be adequately addressed if they do occur. Although we rely on security safeguards to secure our data, these safeguards may not fully protect our systems from compromises or breaches.

 

We also rely on the integrity and security of a variety of third party processors, payment, clearing and settlement systems, as well as the various participants involved in these systems, many of which have no direct relationship with us. Failure by these participants or their systems to protect our customers' transaction data may put us at risk for possible losses due to fraud or operational disruption.

 

Our customers are also the target of cyber attacks and identity theft. Large scale identity theft could result in customers' accounts being compromised and fraudulent activities being performed in their name. We have implemented certain safeguards against these types of activities but they may not fully protect us from fraudulent financial losses.

 

The occurrence of a breach of security involving our customers' information, regardless of its origin, could damage our reputation and result in a loss of customers and business and subject us to additional regulatory scrutiny, and could expose us to litigation and possible financial liability. Any of these events could have a material adverse effect on our financial condition and results of operations.

 

 

ITEM 1B. Unresolved Staff Comments

 

Not required for smaller reporting companies.

 

 

ITEM 2. Properties

 

The following table provides certain information with respect to our six banking offices as of September 30, 2016:

 

  Leased or Original Year Year of
Location Owned Leased or Acquired Lease Expiration
Main Office:      
400 Somerset Street Owned 2005
New Brunswick, New Jersey      
       
Full - Service Branches:      
582 Milltown Road Leased 2002 2021
North Brunswick, New Jersey      
       
3050 State Route  27 Owned 1969
Kendall Park, New Jersey      
       
1000 Route 202 South Leased 2006 2031
Branchburg, New Jersey      
       
475 North Bridge Street Leased 2010 2025
Bridgewater, New Jersey      
       
1167 Inman Avenue Leased 2011 2026
Edison, New Jersey      

 

The net book value of our premises, land and equipment was approximately $18.1 million at September 30, 2016.

 

For information regarding Magyar Bancorp, Inc.’s investment in mortgages and mortgage-related securities, see “Item 1. Business” herein.

 

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ITEM 3. Legal Proceedings

 

In the ordinary course of business, we are a party to various legal actions which are incidental to the operation of our business. Although the ultimate outcome and amount of liability, if any, with respect to these legal actions cannot presently be ascertained with certainty, in the opinion of management, based upon information currently available to us, any resulting liability is believed to be immaterial to our consolidated financial position, results of operations and cash flows.

 

 

ITEM 4. Mine Safety Disclosures

 

Not applicable.

 

 

PART II

 

 

ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

 

(a)       Our shares of common stock are traded on the NASDAQ Global Market under the symbol “MGYR.” At September 30, 2016, Magyar Bancorp, MHC owned 3,200,450 shares, or 54.0% of the issued shares of our common stock. The approximate number of holders of record of Magyar Bancorp, Inc.’s common stock as of September 30, 2016 was 472. Certain shares of Magyar Bancorp, Inc. are held in “nominee” or “street” name and accordingly, the number of beneficial owners of such shares is not known or included in the foregoing number. The following tables present quarterly market information for Magyar Bancorp, Inc. common stock for each quarter of the previous two fiscal years. Magyar Bancorp, Inc. began trading on the NASDAQ Global Market on January 24, 2006. The following information was provided by the NASDAQ Stock Market.

 

Fiscal Year Ended          Closing   Dividends 
September 30, 2016  High   Low   Price   Declared 
                 
 Quarter ended September 30, 2016  $10.60   $9.65   $10.09   $ 
 Quarter ended June 30, 2016   10.24    9.65    9.90     
 Quarter ended March 31, 2016   10.31    9.51    9.88     
 Quarter ended December 31, 2016   11.00    9.56    10.01     

Fiscal Year Ended          Closing   Dividends 
September 30, 2015  High   Low   Price   Declared 
                 
 Quarter ended September 30, 2015  $10.41   $9.51   $9.80   $ 
 Quarter ended June 30, 2015   11.15    8.40    9.65     
 Quarter ended March 31, 2015   8.70    8.15    8.42     
 Quarter ended December 31, 2014   8.90    8.13    8.44     

 

Dividend payments by Magyar Bancorp, Inc. would be dependent primarily on dividends it receives from Magyar Bank, because Magyar Bancorp, Inc. has no source of income other than dividends from Magyar Bank, earnings from the investment of proceeds from the sale of shares of common stock retained by Magyar Bancorp, Inc., and interest payments with respect to Magyar Bancorp, Inc.’s loan to the Employee Stock Ownership Plan. For more information on regulatory restrictions regarding the payment of dividends, see “Item 1- Business- Supervision and Regulation- New Jersey Banking Regulation-Dividends.”

 

Other than its employee stock ownership plan, Magyar Bancorp, Inc. does not have any equity compensation plans that were not approved by stockholders. The following table sets forth information with respect to the Magyar Bancorp’s equity compensation plans.

 

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   Number of securities to       Number of 
   be issued upon exercise   Weighted   securities remaining 
   of outstanding options   average exercise   available for 
   and rights   price(1)   issuance under plan 
             
Stock options   188,276   $14.61    84,053 
Shares of restricted stock            
Total   188,276   $14.61    84,053 

 

(1) Reflects weighted average exercise price of stock options only.  

(b)           Not applicable.

(c)           Share repurchases.

 

The Company completed its first stock repurchase program of 130,927 shares in November 2007 and announced in November 2007 a second repurchase program of up to 5% of its publicly-held outstanding shares of common stock, or 129,924 shares, under which 81,000 shares had been repurchased as of September 30, 2016 at an average price of $8.33.

 

There were no repurchases of our common stock during the year ended September 30, 2016.

 

 

ITEM 6. Selected Financial Data

 

Not required for smaller reporting companies.

 

 

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ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

 

Overview

 

Magyar Bancorp, Inc. (the “Company”) is a Delaware-chartered mid-tier stock holding company whose most significant business activity is ownership of 100% of the common stock of Magyar Bank. Magyar Bank’s principal business is attracting retail deposits from the general public and investing those deposits, together with funds generated from operations, principal repayments on loans and securities and borrowed funds, into one-to four-family residential mortgage loans, multi-family and commercial real estate mortgage loans, home equity loans and lines of credit, commercial business loans and construction loans. Our results of operations depend primarily on our net interest income which is the difference between the interest we earn on our interest-earning assets and the interest we pay on our interest-bearing liabilities. Our net interest income is primarily affected by the market interest rate environment, the shape of the U.S. Treasury yield curve, the timing of the placement of interest-earning assets and interest-bearing liabilities, and the prepayment rate on our mortgage-related assets. Other factors that may affect our results of operations are general and local economic and competitive conditions, government policies and actions of regulatory authorities.

 

During the year ended September 30, 2016, the Company’s total assets grew $33.8 million to $584.4 million. The increase was attributable to a $34.4 million, or 8.2%, increase in net loans due to growth in commercial real estate, residential mortgage, construction and home equity line of credit loans. Investment securities and other real estate owned decreased $510,000 and $4.1 million, respectively.

 

Total deposits increased $26.4 million, or 5.7%, to $492.7 million during the year ended September 30, 2016 from $466.3 million at September 30, 2015, due to increases of $10.9 million in money market accounts, $10.5 million in savings accounts, $6.5 million in demand accounts and $7.6 million in NOW accounts. The increase was partially offset by decreases of $7.7 million in certificate deposit accounts and $1.4 million in retirement accounts.

 

The Company reported net income of $1.1 million for the year ended September 30, 2016. Net income increased $194,000, or 21.6%, compared with net income of $897,000 for the year ended September 30, 2015. The increase in net income between the twelve month periods was attributable to higher net interest and dividend income, which increased $678,000, and non-interest income, which increased $155,000 between the annual periods. Provisions for loan loss for the twelve months ended September 30, 2016 increased $102,000 to $1.4 million, while non-interest expenses increased $286,000 to $15.9 million from the prior year period. The Company was able to offset lower yields on earning assets during the year with lower costing interest bearing liabilities.

 

Throughout 2017, we expect to continue reducing non-performing assets, diversifying our balance sheet with higher concentrations in commercial real estate and commercial business loans, and managing non-interest expenses in order to increase profitability of the Company.

 

 

Critical Accounting Policies

 

Critical accounting policies are defined as those that are reflective of significant judgments and uncertainties, and could potentially result in materially different results under different assumptions and conditions. Critical accounting policies may involve complex subjective decisions or assessments. We consider the following to be our critical accounting policies.

Allowance for Loan Loss. The allowance for loan losses is the amount estimated by management as necessary to cover credit losses in the loan portfolio both probable and reasonably estimable at the balance sheet date. The allowance is established through the provision for loan losses which is charged against income. In determining the allowance for loan losses, management makes significant estimates and has identified this policy as one of our most critical. Due to the high degree of judgment involved, the subjectivity of the assumptions utilized and the potential for changes in the economic environment that could result in changes to the amount of the recorded allowance for loan losses, the methodology for determining the allowance for loan losses is considered a critical accounting policy by management.

As a substantial amount of our loan portfolio is collateralized by real estate, appraisals of the underlying value of property securing loans and discounted cash flow valuations of properties are critical in determining the amount of the allowance required for specific loans. Assumptions for appraisals and discounted cash flow valuations are instrumental in determining the value of properties. Overly optimistic assumptions or negative changes to assumptions could significantly affect the valuation of a property securing a loan and the related allowance determined. The assumptions supporting such

 37

appraisals and discounted cash flow valuations are carefully reviewed by management to determine that the resulting values reasonably reflect amounts realizable on the related loans.

Management performs a quarterly evaluation of the adequacy of the allowance for loan losses. We consider a variety of factors in establishing this estimate including, but not limited to, current economic conditions, delinquency statistics, geographic and industry concentrations, the adequacy of the underlying collateral, the financial strength of the borrower, results of internal loan reviews and other relevant factors. This evaluation is inherently subjective as it requires material estimates by management that may be susceptible to significant change based on changes in economic and real estate market conditions.

The evaluation has a specific and general component. The specific component relates to loans that are delinquent or otherwise identified as impaired through the application of our loan review process and our loan grading system. All such loans are evaluated individually, with principal consideration given to the value of the collateral securing the loan and discounted cash flows. Specific impairment allowances are established as required by this analysis. However, the Bank’s Federal and State regulators generally require that the specific reserve against impaired collateral-dependent loans be charged-off, reducing the carrying balance of the loan and allowance for loan loss. The general component is determined by segregating the remaining loans by type of loan, risk weighting (if applicable) and payment history. We analyze historical loss experience, delinquency trends, general economic conditions and geographic and industry concentrations in establishing the general portion of the reserve. This analysis establishes factors that are applied to the loan groups to determine the amount of the general component of the allowance for loan losses.

Actual loan losses may be significantly greater than the allowances we have established, which could have a material negative effect on our financial results.

 

Deferred Income Taxes. The Company records income taxes using the asset and liability method. Accordingly, deferred tax assets and liabilities: (i) are recognized for the expected future tax consequences of events that have been recognized in the financial statements or tax returns; (ii) are attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases; and (iii) are measured using enacted tax rates expected to apply in the years when those temporary differences are expected to be recovered or settled.

 

Deferred tax assets have been reduced by a valuation allowance for all portions determined not likely to be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income tax expense in the period of enactment. The valuation allowance is adjusted, by a charge or credit to income tax expense, as changes in facts and circumstances warrant.

 

 

Comparison of Financial Condition at September 30, 2016 and September 30, 2015

 

Total Assets. Total assets increased $33.8 million, or 6.1%, during the twelve months ended September 30, 2016. The increase was attributable to a $34.4 million increase in loans receivable, net of allowance of loss and higher interest bearing deposits with banks of $3.8 million, partially offset by a $4.1 million decrease in other real estate owned.

 

Loans Receivable. Total loans receivable, net of allowance for loan losses, increased $34.4 million, or 8.2%, to $455.0 million at September 30, 2016 from $420.6 million at September 30, 2015. At September 30, 2016, total loans receivable were comprised of $199.5 million (43.6%) in commercial real estate loans, $173.2 million (37.8%) in 1-4 family residential mortgage loans, $38.9 million (8.5%) in commercial business loans, $31.3 million (6.8%) in home equity lines of credit and other loans, and $14.9 million (3.3%) in construction loans. Total loans receivable at September 30, 2015 were comprised of $173.9 million (41.0%) in commercial real estate loans, $169.8 million (40.1%) in 1-4 family residential mortgage loans, $41.5 million (9.8%) in commercial business loans, $31.4 million (7.5%) in home equity lines of credit and other loans, and $6.7 million (1.6%) in construction loans.

 

Total non-performing loans decreased by $1.7 million to $4.2 million during the year ended September 30, 2016 from $5.9 million at September 30, 2015. At September 30, 2016, non-performing loans consisted of thirteen loans secured by 1-4 family residential mortgage properties totaling $2.8 million, three commercial real estate loans totaling $443,000, and one commercial business loans totaling $997,000. The ratio of non-performing loans to total loans was 0.9% at September 30, 2016 compared to 1.4% at September 30, 2015.

 

Once a loan is deemed non-performing, the value of the collateral securing the loan must be assessed, which is typically done by obtaining an updated third-party appraisal. To the extent that the current appraised value of collateral is

 38

insufficient to cover a collateral-dependent loan, the Company reduces the balance of the loan via a charge to the allowance for loan loss.

 

Non-performing loans secured by one-to four-family residential properties, including home equity lines of credit and other consumer loans, increased $455,000 to $2.8 million at September 30, 2016 from $2.3 million at September 30, 2015. Magyar Bank had begun foreclosure proceedings on the majority of the properties as of September 30, 2016. Foreclosure of owner-occupied residential properties in the State of New Jersey can take several years. During the year ended September 30, 2016, Magyar Bank charged off $231,000 from these loans through a reduction of its allowance for loan loss and recovered $82,000 from a prior year charge-off.

 

There were no non-performing construction loans at September 30, 2016 and 2015. There were no charge-offs of non-performing construction loans while $7,000 was recovered from a prior year charge off during the year ended September 30, 2016.

 

Non-performing commercial real estate loans decreased $1.5 million, or 76.6%, to $443,000 September 30, 2016 from $1.9 million at September 30, 2015. Magyar Bank had begun foreclosure proceedings on the properties securing these loans at September 30, 2016. During the year ended September 30, 2016 Magyar Bank charged off $61,000 in non-performing commercial real estate loans through a reduction of its allowance for loan loss and $100,000 was recovered from a prior year charge-off.

 

Non-performing commercial business loans decreased $693,000 to $997,000 at September 30, 2016 from $1.7 million at September 30, 2015. During the year ended September 30, 2016, Magyar Bank charged off $1.1 million in non-performing commercial business loans through a reduction of its allowance for loan loss and $28,000 was recovered from a prior year charge-off.

 

The ratio of non-performing loans and troubled debt restructurings to total loans receivable decreased to 0.92% at September 30, 2016 from 1.56% at September 30, 2015. The allowance for loan losses increased $170,000 to $3.1 million, or 72.6% of non-performing loans, at September 30, 2016 compared with $2.9 million, or 48.9% of non-performing loans, at September 30, 2015. Provisions for loan loss during the year ended September 30, 2016 were $1.4 million while net charge-offs were $1.2 million, compared with a provision of $1.3 million and net charge-offs of $1.2 million for the prior year period. The allowance for loan losses was 0.67% and 0.68% of gross loans outstanding at September 30, 2016 and 2015, respectively.

 

Investment Securities. Investment securities decreased $510,000, or 0.9%, to $58.2 million at September 30, 2016 from $58.7 million at September 30, 2015. Investment securities at September 30, 2016 consisted of $50.6 million in mortgage-backed securities issued by U.S. government agencies and U.S. government-sponsored enterprises, $4.0 million in U.S. government-sponsored enterprise debt securities, $3.0 million in corporate notes and $600,000 in “private-label” mortgage-backed securities. There were no other-than-temporary-impairment charges for the Company’s investment securities for the year ended September 30, 2016.

 

Securities available-for-sale decreased $830,000, or 13.7%, to $5.2 million at September 30, 2016 from $6.1 million at September 30, 2015. The decrease was the result of $6.3 million in sales, $1.0 million in principal and premium amortization and $52,000 in unrealized gains, offset by $6.5 million in purchases during the year.

 

Securities held-to-maturity increased $320,000, or 0.6%, to $52.9 million at September 30, 2016 from $52.6 million at September 30, 2015. The increase was the result of $10.6 million in security purchases, offset by $5.0 million matured and $5.2 million in principal and premium amortization during the year.

 

Bank-Owned Life Insurance. The cash surrender value of life insurance held for directors and executive officers of Magyar Bank increased $295,000, or 2.7%, to $11.3 million at September 30, 2016 from $11.0 million at September 30, 2015. The increase in bank-owned life insurance was due to the increase in the cash surrender value of the existing policies.

 

Other Real Estate Owned. Other real estate owned decreased $4.1 million, or 25.4%, to $12.1 million at September 30, 2016 from $16.2 million at September 30, 2015.

 

During the year ended September 30, 2016, the Company sold twenty properties totaling $4.8 million at a net loss of $101,000, invested $162,000 to complete or repair properties, and obtained title for four properties totaling $1.8 million previously securing non-performing loans. In addition, the carrying values of properties were reduced by $1.3 million from valuation allowances, sales deposits and one property totaling $860,000 that was moved to buildings. OREO at September 30, 2016 consisted of eighteen residential properties (twelve of which were leased), seven real estate properties approved

 39

for the construction of residential homes, and five commercial real estate buildings. The Bank is determining the proper course of action for its OREO, which may include holding the properties until the real estate market improves, selling the properties to a developer or completing partially completed homes for either rental or sale.

 

Deposits. Total deposits increased $26.4 million, or 5.7%, to $492.7 million at September 30, 2016 from $466.3 million at September 30, 2015.

 

The Company’s deposit strategy during the year ended September 30, 2016 was focused on increasing and expanding customer relationships with Magyar Bank, including higher balance commercial deposit accounts. As a result of this strategy, the Bank was able to continue replacing higher-cost, single service time deposit account holders with non-interest bearing checking and savings account balances.

 

The increase in deposits during the twelve months ended September 30, 2016 occurred in money market account balances, which increased $10.9 million, or 10.5%, in savings account balances, which increased $10.5 million, or 11.7%, in non-interest checking account balances, which increased $6.5 million, or 7.4%, and in interest-bearing checking account balances, which increased $7.6 million, or 18.3%. Partially offsetting these increases was a $9.1 million, or 6.4%, decrease in certificates of deposit (including individual retirement accounts). Deposits accounted for 84.3% of assets and 108.3% of net loans receivable at September 30, 2016.

 

At September 30, 2016, the Company held $13.9 million in brokered certificates of deposit, reflecting a $2.5 million increase from September 30, 2015.

 

Borrowed Funds. Borrowings, which include Federal Home Loan Bank of New York advances, increased $4.4 million, or 14.1%, to $36.0 million, or 6.2% of assets at September 30, 2016 from $31.6 million at September 30, 2015. The Bank’s borrowings consisted of Federal Home Loan Bank of New York advances at September 30, 2016.

 

Stockholders’ Equity. Stockholders’ equity increased $1.1 million, or 2.3%, to $47.7 million at September 30, 2016 from $46.6 million at September 30, 2015. The increase in stockholders’ equity was attributable to the Company’s results of operations for the year ended September 30, 2016.

 

The Company did not repurchase any shares during the twelve months ended September 30, 2016. The Company has repurchased 81,000 shares pursuant to the second stock repurchase plan through September 30, 2016, reducing outstanding shares to 5,820,746.

 

The Company’s book value per share increased to $8.20 at September 30, 2016 from $8.02 at September 30, 2015. The increase was attributable to the Company’s results from operations.

 

 

Comparison of Operating Results for the Years Ended September 30, 2016 and 2015

 

Net Income. The Company’s net income was $1.1 million for the year ended September 30, 2016, reflecting a $194,000, or 21.6%, increase from $897,000 for the year ended September 30, 2015. The increase in net income between the twelve month periods was attributable to higher net interest and dividend income, which increased $678,000, and non-interest income, which increased $155,000. Provisions for loan loss for the twelve months ended September 30, 2016 increased $102,000 to $1.4 million, while non-interest expenses increased $286,000 to $15.9 million.

 

The Company’s net interest margin declined by 5 basis points to 3.32% for the quarter ended September 30, 2016 compared to 3.37% for the quarter ended September 30, 2015. For the year ended September 30, 2016, the net interest margin declined by 8 basis points to 3.27% from the prior year period. The Company has experienced lower yields on earning assets due to lower market interest rates while competition for deposits resulted in an increase in the costs of funding.

 

Net Interest and Dividend Income. Net interest and dividend income increased $678,000, or 4.2%, to $16.9 million during the year ended September 30, 2016 from $16.2 million during the year ended September 30, 2015. Total interest and dividend income increased $1.0 million, or 5.2%, to $20.5 million for the year ended September 30, 2016 from $19.4 million for the year ended September 30, 2015 while interest expense increased $336,000, or 10.5%, to $3.5 million for the year ended September 30, 2016 from $3.2 million for the year ended September 30, 2015.

 

 40

Average Balance Sheet. The following table presents certain information regarding our financial condition and net interest income for the years ended September 30, 2016, 2015 and 2014. The table presents the annualized average yield on interest-earning assets and the annualized average cost of interest-bearing liabilities. We derived the yields and costs by dividing annualized income or expense by the average balance of interest-earning assets and interest-bearing liabilities, respectively, for the periods shown. We derived average balances from daily balances over the periods indicated. Interest income includes fees that we consider adjustments to yields.

 

   For the Year Ended September 30, 
   2016   2015   2014 
   Average
Balance
   Interest
Income/
Expense
    Yield/Cost
(Annualized)
   Average
Balance
   Interest
Income/
Expense
    Yield/Cost
(Annualized)
   Average
Balance
   Interest
Income/
Expense
    Yield/Cost
(Annualized)
 
   (Dollars In Thousands) 
Interest-earning assets:                                             
Interest-earning deposits  $22,651   $172    0.76%   $11,432   $84    0.74%   $6,907   $30    0.44% 
Loans receivable, net   429,065    18,765    4.36%    412,718    17,987    4.36%    405,799    18,006    4.44% 
Securities                                             
Taxable   62,847    1,417    2.25%    58,343    1,283    2.20%    64,124    1,401    2.18% 
Tax-exempt (1)           0.00%            0.00%    3        9.02% 
FHLB of NY stock   2,159    97    4.46%    1,994    83    4.17%    2,278    93    4.08% 
Total interest-earning assets   516,722    20,451    3.95%    484,487    19,437    4.01%    479,111    19,530    4.08% 
Noninterest-earning assets   51,784              52,691              53,382           
Total assets  $568,506             $537,178             $532,493           
                                              
Interest-bearing liabilities:                                             
Savings accounts (2)  $95,136   $671    0.70%   $80,782   $505    0.63%   $53,227   $127    0.24% 
NOW accounts (3)   153,575    489    0.32%    146,363    415    0.28%    145,549    346    0.24% 
Time deposits (4)   138,253    1,628    1.17%    137,731    1,526    1.11%    154,150    1,948    1.26% 
Total interest-bearing deposits   386,964    2,788    0.72%    364,876    2,446    0.67%    352,926    2,421    0.69% 
Advances   34,507    744    2.15%    31,613    750    2.37%    38,859    1,039    2.67% 
Total interest-bearing liabilities   421,471    3,532    0.84%    396,489    3,196    0.81%    391,785    3,460    0.88% 
Noninterest-bearing liabilities   99,260              93,744              94,823           
Total liabilities   520,731              490,233              486,608           
Retained earnings   47,775              46,945              45,979           
Total liabilities and retained earnings  $568,506             $537,178             $532,587           
                                              
Net interest and dividend income       $16,919             $16,241             $16,070      
Interest rate spread             3.11%              3.20%              3.20% 
Net interest-earning assets  $95,251             $87,998             $87,326           
Net interest margin (5)             3.27%              3.35%              3.35% 
Average interest-earning assets to                                             
average interest-bearing liabilities   122.60%              122.19%              122.29%           

 

(1)  Calculated using 34% tax rate.

(2)  Includes passbook savings, money market passbook and club accounts.

(3)  Includes interest-bearing checking and money market accounts.

(4)  Includes certificates of deposits and individual retirement accounts.

(5)  Calculated as annualized net interest income divided by average total interest-earning assets.          

 41

Rate/Volume Analysis. The following table presents the effects of changing rates and volumes on our net interest income for the periods indicated. The rate column shows the effects attributable to changes in rate (changes in rate multiplied by average volume). The volume column shows the effects attributable to changes in volume (changes in average volume multiplied by prior rate). The net column represents the sum of the prior columns. For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately, based on the changes due to rate and the changes due to volume.

 

   September 30, 
   2016 vs. 2015   2015 vs. 2014 
   Increase (decrease)       Increase (decrease)     
    due to            due to       
   Volume   Rate   Net   Volume   Rate   Net 
   (Dollars in thousands) 
Interest-earning assets:                              
Interest-earning deposits  $86   $2   $88   $26   $28   $54 
Loans   778    0    778    306    (325)   (19)
Securities                              
Taxable   104    30    134    (130)   12    (118)
Tax-exempt (1)               (0)   0     
FHLB of NY stock   8    6    14    (12)   2    (10)
Total interest-earning assets   975    39    1,014    191    (284)   (93)
                               
Interest-bearing liabilities:                              
Savings accounts (2)   102    64    166    91    287    378 
NOW accounts (3)   19    55    74    2    67    69 
Time deposits (4)   7    95    102    (199)   (223)   (422)
Total interest-bearing deposits   128    214    342    (106)   131    25 
Borrowings   66    (72)   (6)   (180)   (109)   (289)
Total interest-bearing liabilities   194    142    336    (286)   22    (264)
                               
Increase (decrease) in tax equivalent                              
net interest income  $781   $(103)   678   $477   $(306)   171 
                               
Increase in net interest income            $678             $171 

 

(1) Calculated using 34% tax rate.

(2) Includes passbook savings, money market passbook and club accounts.

(3) Includes interest-bearing checking and money market accounts.

(4) Includes certificates of deposits and individual retirement accounts.

 

Interest and Dividend Income. Interest and dividend income increased $1.1 million, or 5.2%, to $20.5 million for the year ended September 30, 2016 from $19.4 million for the year ended September 30, 2015. The average balance of interest-earnings assets between the two periods increased $32.2 million, or 6.7%, to $516.7 million from $484.5 million, while the yield on the assets fell 6 basis points to 3.95% for the year ended September 30, 2016 from 4.01% for the same period prior year.

 

Interest income on loans increased $778,000, or 4.3%, to $18.8 million for the year ended September 30, 2016, while the average balance of loans increased $16.3 million, or 4.0%, to $429.1 million from $412.7 million. The average yield on such loans was 4.36% at September 30, 2016 and 2015. The increase in yield on loans reflected a $16.3 million increase in the average balance in loan receivables during the year ended September 30, 2016.

 

Interest earned on investment securities, excluding Federal Home Loan Bank of New York stock, increased $222,000, or 16.2%, to $1.6 million for the year ended September 30, 2016 from $1.4 million for the prior year. The increase was primarily due to a $15.7 million, or 22.5% increase in the average balance of investment securities and interest earning deposits to $85.5 million from $69.8 million from the prior year, and a 10 basis point decrease in the average yield on securities to 1.86% from 1.96%. The decline in the yield on investment securities and the interest earning deposits reflected higher interest balances of interest-earning deposits, which earn lower yields.

 

Interest Expense. Interest expense increased $336,000, or 10.5%, to $3.5 million for the year ended September 30, 2016 from $3.2 million for the year ended September 30, 2015. The average balance of interest-bearing liabilities

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increased $25.0 million, or 6.3%, to $421.5 million from $396.5 million between the two periods while the cost of such liabilities increased 3 basis points to 0.84% for the year ended September 30, 2016 from 0.81% for the same period prior year.

 

The average balance of interest-bearing deposits increased $22.1 million, or 6.1%, to $387.0 million for the year ended September 30, 2016 from $364.9 million for the prior year while the average cost of such deposits increased 5 basis points to 0.72% from 0.67%. Interest expense on average deposits increased $342,000, or 14.0%, to $2.8 million for the year ended September 30, 2016.

 

Interest expense on advances decreased $6,000, or 0.8%, to $744,000 for the year ended September 30, 2016 from $750,000 for the year ended September 30, 2015. The average cost of borrowings decreased 22 basis points to 2.15% for the year ended September 30, 2016 from 2.37% for the year ended September 30, 2015. The average balance of advances and securities sold under agreements to repurchase increased $2.9 million to $34.5 million for the year ended September 30, 2016 from $31.6 million for the year ended September 30, 2015.

 

Provision for Loan Losses. We establish provisions for loan losses, which are charged to earnings, at a level necessary to absorb known and inherent losses that are both probable and reasonably estimable at the date of the financial statements. In evaluating the level of the allowance for loan losses, management considers historical loss experience, the types of loans and the amount of loans in the loan portfolio, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral, peer group information and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as future events occur.

 

After an evaluation of these factors, management made a provision of $1.4 million for the year ended September 30, 2016 compared with a $1.3 million provision for the prior year. The increase in provisions was attributable to growth in net loans receivable. There were net charge-offs of $1.2 million for both years ended September 30, 2016 and 2015. The charge-offs resulted from updated valuations of collateral securing impaired loans.

 

Total non-performing and performing restructured loans decreased $2.4 million, or 36.4%, to $4.2 million at September 30, 2016 from $6.6 million at September 30, 2015. Excluding troubled debt restructurings, non-performing loans decreased $1.7 million, or 28.7%, to $4.2 million from $5.9 million. The allowance for loan losses increased $170,000 to $3.1 million, or 0.67% of gross loans outstanding at September 30, 2016, from $2.9 million, or 0.68% of gross loans outstanding at September 30, 2015. The increase in the allowance for loan losses during the year ended September 30, 2016 was attributable to provisions for loan loss of $1.4 million, recoveries totaling $215,000 and growth in total loans receivable, offset by charge-offs totaling $1.4 million.

 

Other Income. Other income increased $155,000, or 7.8%, to $2.1 million during the year ended September 30, 2016 compared to $2.0 million for the year ended September 30, 2015. Other income increased from higher gains on sales of assets, which were $697,000 for the twelve months ended September 30, 2016 compared with $584,000 for the twelve months ended September 30, 2015.

 

The Company’s gains on sales of loans increased $83,000, or 15.3%, to $625,000 for the year ended September 30, 2016 from $542,000 for the year ended September 30, 2015. The Company’s gains from the sales of investment securities increased $30,000, or 71.4%, to $72,000 for the year ended September 30, 2016 from $42,000 for the year ended September 30, 2015.

 

Other Expenses. Other expenses increased $286,000, or 1.8%, to $15.9 million for the year ended September 30, 2016 compared to $15.7 million for the year ended September 30, 2015 due to higher compensation and other real estate owned expenses. Compensation and benefit expenses increased $342,000, or 4.2%, to $8.5 million due to annual merit increases, higher incentive plan accruals, and higher pension expense than the prior year period. Other real estate owned expenses increased $323,000, or 72.3%, to $770,000 due to $301,000 in valuation allowances recorded during the year on properties that were re-appraised at lower values.

 

Partially offsetting the increases were decreases in occupancy and other expenses. Occupancy expenses decreased $107,000, or 3.8%, to $2.7 million for the year ended September 30, 2016 from $2.8 million for the year ended September 30, 2015. The decline was due to lower depreciation and snowplowing expenses incurred during the current year period. Other expenses decreased $114,000 during the twelve months ended September 30, 2016 due to the settlement of a lawsuit with the Company’s former President & CEO that resulted in a net charge of $135,000 in the prior year period.

 

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The Company also experienced lower professional fees and loan servicing expenses. Professional fees decreased $85,000, or 8.0%, to $984,000 during the year ended September 30, 2016 from $1.1 million for the year ended September 30, 2015. Loan servicing expenses decreased $56,000, or 20.3%, to $220,000 during the twelve months ended September 30, 2016 from $276,000 for the twelve months ended September 30, 2015 due to lower non-performing loan expenses.

 

Income Tax Expense. The Company recorded tax expense of $664,000 for the year ended September 30, 2016 compared with tax expense of $413,000 for the year ended September 30, 2015. The increase in income tax expense was due to a $194,000 increase in net income and $60,000 increase in the valuation allowance against the Company’s deferred tax asset for the non-qualified stock options due to expire in fiscal year 2017. The Company’s effective tax rates were 37.8% and 31.5% for the years ended September 30, 2016 and 2015, respectively.

 

 

Management of Market Risk

 

General. The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of mortgage loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage interest rate risk and reduce the exposure of our net interest income to changes in market interest rates. Accordingly, our Board of Directors has established an Asset and Liability Management Committee which is responsible for evaluating the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate, given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the Board of Directors. Senior management monitors the level of interest rate risk on a regular basis and the Asset and Liability Committee meets at least on a quarterly basis to review our asset/liability policies and interest rate risk position.

 

We have sought to manage our interest rate risk in order to minimize the exposure of our earnings and capital to changes in interest rates. As part of our ongoing asset-liability management, we seek to manage our exposure to interest rate risk by retaining in our loan portfolio fewer fixed rate residential loans, by originating and retaining adjustable-rate loans in the residential, construction and commercial real estate loan portfolios, by using alternative funding sources, such as advances from the Federal Home Loan Bank of New York (“FHLBNY”), to “match fund” longer-term residential and commercial mortgage loans, and by originating and retaining variable rate home equity and short-term and medium-term fixed-rate commercial business loans. We have also increased money market account deposits as a percentage of our total deposits. Money market accounts offer a variable rate based on market indications. By following these strategies, we believe that we are well-positioned to react to changes in market interest rates.

Net Interest Income Analysis. The table below sets forth, as of September 30, 2016, the estimated changes in our Net Interest Income (“NII”) for each of the next two years that would result from the designated instantaneous changes in interest rates. These estimates require making certain assumptions including loan and mortgage-related investment prepayment speeds, reinvestment rates, and deposit maturities and decay rates. These assumptions are inherently uncertain and, as a result, we cannot precisely predict the impact of changes in interest rates on net interest income. Actual results may differ significantly due to timing, magnitude and frequency of interest rate changes and changes in market conditions. Further, certain shortcomings are inherent in the methodology used in the interest rate risk measurement. Modeling changes in net interest income require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates.

 

Change in      Estimated Decrease       Estimated Increase 
Interest rates  Estimated   in NII Year 1   Estimated   (Decrease) in NII Year 2 
(Basis Points)(1)  NII Year 1   Amount   Percentage   NII Year 2   Amount   Percentage 
(Dollars in thousands)
                         
+200  $17,081   $(365)   -2.09%   $17,734   $576    3.36% 
Unchanged   17,446            17,158         
-100   16,545    (901)   -5.16%    15,673    (1,485)   -8.65% 
                               

 

(1) Assumes an instantaneous uniform change in interest rates at all maturities.    

 

 44

Liquidity and Capital Resources

 

Liquidity is the ability to meet current and future financial obligations of a short-term nature. Our primary sources of funds consist of deposit inflows, loan repayments and maturities and sales of securities. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. Our Asset/Liability Management Committee is responsible for establishing and monitoring our liquidity targets and strategies in order to ensure that sufficient liquidity exists for meeting the borrowing needs of our customers as well as unanticipated contingencies. We seek to maintain a liquidity ratio of 5.0% of assets or greater. The liquidity ratio is calculated by determining the sum of the difference between liquid assets (cash and unpledged investment securities) and short-term liabilities (estimated 30-day deposit outflows), borrowing capacity from the FHLBNY, and brokered deposit capacity and dividing the sum by total assets. At September 30, 2016, our liquidity ratio was 9.2% of assets.

We regularly adjust our investments in liquid assets based upon our assessment of expected loan demand, expected deposit flows, yields available on interest-earning deposits and securities, and the objectives of our asset/liability management program. Excess liquid assets are invested generally in interest-earning deposits and short-and intermediate-term securities.

Our most liquid assets are cash and cash equivalents. The levels of these assets are dependent on our operating, financing, lending and investing activities during any given period. At September 30, 2016, cash and cash equivalents totaled $21.8 million. Securities classified as available-for-sale, which provide additional sources of liquidity from sales, totaled $5.2 million at September 30, 2016. At September 30, 2016, we also had the ability to borrow $95.1 million from the FHLBNY. On that date, we had an aggregate of $36.0 million in advances outstanding.

Our cash flows are derived from operating activities, investing activities and financing activities as reported in our consolidated Statements of Cash Flows included in our consolidated Financial Statements.

At September 30, 2016, we had $12.0 million in loan origination commitments outstanding. In addition to commitments to originate loans, we had $45.9 million in unused lines of credit to borrowers. Certificates of deposit due within one year of September 30, 2017 totaled $56.5 million, or 11.5% of total deposits. If these deposits do not remain with us, we will be required to seek other sources of funds, including other deposits and Federal Home Loan Bank advances. Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on the certificates of deposit (including individual retirement accounts and brokered certificate deposit accounts) due on or before September 30, 2017. We believe, however, that based on past experience a significant portion of our certificates of deposit (including individual retirement accounts and brokered certificate deposit accounts) will remain with us. We have the ability to attract and retain deposits by adjusting the interest rates offered.

Our primary investing activities are the origination of loans and the purchase of securities. We originated $92.7 and $75.6 million of loans and purchased $17.1 million and $9.7 million of investment securities for the years ended September 30, 2016 and 2015, respectively.

Financing activities consist primarily of activity in deposit accounts and FHBNY advances. We experienced a net increase in total deposits of $26.4 million for the year ended September 30, 2016 and a net increase in total deposits of $17.8 million for the year ended September 30, 2015. Deposit flows are affected by the overall level of interest rates, the interest rates and products offered by us and our local competitors and other factors.

Liquidity management is both a daily and long-term function of business management. If we require funds beyond our ability to generate them internally, borrowing agreements exist with the FHLBNY, which provide an additional source of funds. FHLBNY advances totaled $36.0 million and $31.6 million at September 30, 2016 and September 30, 2015, respectively. FHLBNY advances have primarily been used to fund loan demand.

Magyar Bank is subject to various regulatory capital requirements, including a commitment to maintain capital at or above the well capitalized level (see “Supervision and Regulation-Federal Banking Regulation-Capital Requirements”). As of September 30, 2016, Magyar Bank’s Tier 1 capital as a percentage of the Bank's average assets was 8.27% and the total qualifying capital as a percentage of risk-weighted assets was 12.19%.

Bank-owned life insurance is a tax-advantaged financing transaction that is used to offset employee benefit plan costs. Policies are purchased insuring directors and officers of Magyar Bank using a single premium method of payment. Magyar Bank is the owner and beneficiary of the policies and records tax-free income through cash surrender value accumulation. We have minimized our credit exposure by choosing carriers that are highly rated and limiting the

 45

concentration of any one carrier. The investment in bank-owned life insurance has no significant impact on our capital and liquidity.

 

Off-Balance Sheet Arrangements and Aggregate Contractual Obligations

 

Commitments. As a financial services provider, we routinely are a party to various financial instruments with off-balance-sheet risks, such as commitments to extend credit, standby letters of credit and unused lines of credit. While these contractual obligations represent our future cash requirements, a significant portion of commitments to extend credit may expire without being drawn upon. Such commitments are subject to the same credit policies and approval process accorded to loans made by us. For additional information, see Note P, “Commitments,” and Note Q “Financial Instruments with Off-Balance-Sheet Risk” to our Financial Statements.

 

Contractual Obligations. In the ordinary course of our operations, we enter into certain contractual obligations. Such obligations include operating leases for premises and equipment.

 

The following table summarizes our significant fixed and determinable contractual obligations and other funding needs by payment date at September 30, 2016. The payment amounts represent those amounts due to the recipient and do not include any unamortized premiums or discounts or other similar carrying amount adjustments.

 

   Payments Due by Period 
   Less Than   One to   Three to   More Than     
September 30, 2016  One Year   Three Years   Five Years   Five Years   Total 
   (Dollars in thousands) 
                     
Federal Home Loan Bank advances  $5,000   $14,040   $12,794   $4,206   $36,040 
Operating leases   627    1,272    1,314    3,052    6,265 
Total  $5,627   $15,312   $14,108   $7,258   $42,305 

 

 

 

ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk

 

Not required for smaller reporting companies.

 

 

 46

 

ITEM 8. Financial Statements and Supplementary Data

 

 

Table of Contents

 

Consolidated Financial Statements:

 

Report of Independent Registered Public Accounting Firm 48
   
Consolidated Balance Sheets as of September 30, 2016 and 2015 49
   
Consolidated Statements of Operations for the Years ended September 30, 2016 and 2015 50
   
Consolidated Statements of Comprehensive Income for the Years ended September 30, 2016 and 2015 51
   
Consolidated Statements of Changes in Stockholders’ Equity for the Years ended September 30, 2016 and 2015 52
   
Consolidated Statements of Cash Flows for the Years ended September 30, 2016 and 2015 53
   
Notes to Consolidated Financial Statements 54

 

47 

Report of Independent Registered Public Accounting Firm

 

 

 

Board of Directors and Stockholders

Magyar Bancorp, Inc.

 

 

We have audited the accompanying consolidated balance sheets of Magyar Bancorp, Inc. and subsidiary (the “Company”) as of September 30, 2016 and 2015, and the related consolidated statements of operations, comprehensive income, changes in stockholders’ equity and cash flows for the years then ended.  The Company’s 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 audit 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 Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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 September 30, 2016 and 2015, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

 

 

 

/s/ Baker Tilly Virchow Krause, LLP

 

Clark, New Jersey

December 16, 2016

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MAGYAR BANCORP, INC. AND SUBSIDIARY

Consolidated Balance Sheets

(In Thousands, Except Share and Per Share Data)

 

   For the Year 
   Ended September 30, 
   2016   2015 
Assets        
Cash  $1,000   $1,081 
Interest earning deposits with banks   20,806    17,027 
Total cash and cash equivalents   21,806    18,108 
           
Investment securities - available for sale, at fair value   5,234    6,064 
Investment securities - held to maturity, at amortized cost (fair value of          
$53,849 and $53,248 at September 30, 2016 and 2015, respectively)   52,934    52,614 
Federal Home Loan Bank of New York stock, at cost   2,239    2,025 
Loans receivable, net of allowance for loan losses of $3,056 and $2,886 at          
September 30, 2016 and 2015, respectively   455,031    420,596 
Bank owned life insurance   11,257    10,962 
Accrued interest receivable   1,710    1,703 
Premises and equipment, net   18,084    17,818 
Other real estate owned ("OREO")   12,082    16,192 
Other assets   4,000    4,483 
           
Total assets  $584,377   $550,565 
           
Liabilities and Stockholders' Equity          
Liabilities          
Deposits  $492,650   $466,269 
Escrowed funds   1,668    1,301 
Federal Home Loan Bank of New York advances   36,040    31,594 
Accrued interest payable   115    102 
Accounts payable and other liabilities   6,179    4,630 
           
Total liabilities   536,652    503,896 
           
Stockholders' equity          
Preferred stock: $.01 Par Value, 1,000,000 shares authorized; none issued        
Common stock: $.01 Par Value, 8,000,000 shares authorized;          
5,923,742 issued; 5,820,746 and 5,819,494 shares outstanding at          
 September 30, 2016 and 2015, respectively   59    59 
Additional paid-in capital   26,270    26,275 
Treasury stock: 102,996 and 104,248 shares at          
September 30, 2016 and 2015, respectively, at cost   (1,152)   (1,166)
Unearned Employee Stock Ownership Plan shares   (627)   (752)
Retained earnings   24,334    23,252 
Accumulated other comprehensive loss   (1,159)   (999)
           
Total stockholders' equity   47,725    46,669 
           
Total liabilities and stockholders' equity  $584,377   $550,565 
           

 

The accompanying notes are an integral part of these consolidated financial statements.

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MAGYAR BANCORP, INC. AND SUBSIDIARY

Consolidated Statements of Operations

(In Thousands, Except Per Share Data)

 

   For the Year 
   Ended September 30, 
   2016   2015 
     
Interest and dividend income          
Loans, including fees  $18,765   $17,987 
Investment securities          
Taxable   1,589    1,367 
Federal Home Loan Bank of New York stock   97    83 
           
Total interest and dividend income   20,451    19,437 
           
Interest expense          
Deposits   2,788    2,446 
Borrowings   744    750 
           
Total interest expense   3,532    3,196 
           
Net interest and dividend income   16,919    16,241 
           
Provision for loan losses   1,366    1,264 
           
Net interest and dividend income after          
provision for loan losses   15,553    14,977 
           
Other income          
Service charges   1,023    981 
Income on bank owned life insurance   295    304 
Other operating income   130    121 
Gains on sales of loans   625    542 
Gains on sales of investment securities   72    42 
           
Total other income   2,145    1,990 
           
Other expenses          
Compensation and employee benefits   8,482    8,140 
Occupancy expenses   2,727    2,834 
Professional fees   984    1,069 
Data processing expenses   486    520 
OREO expenses   770    447 
FDIC deposit insurance premiums   720    721 
Loan servicing expenses   220    276 
Insurance expense   253    235 
Other expenses   1,301    1,415 
Total other expenses   15,943    15,657 
           
Income before income tax expense   1,755    1,310 
           
Income tax expense   664    413 
           
Net income  $1,091   $897 
           
Net income per share-basic and diluted  $0.19   $0.15 

 

The accompanying notes are an integral part of these consolidated financial statements.

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MAGYAR BANCORP, INC. AND SUBSIDIARY

Consolidated Statements of Comprehensive Income

(In Thousands)

 

   For the Year 
   Ended September 30, 
   2016   2015 
     
         
Net income  $1,091   $897 
Other comprehensive loss          
Net unrealized gain on          
securities available for sale   49    229 
Less: reclassification for realized gains on sales          
of securities available for sale   (72)   (42)
Defined benefit pension plan   (242)   (670)
Other comprehensive loss, before tax   (265)   (483)
Deferred income tax effect   105    200 
Total other comprehensive loss   (160)   (283)
Total comprehensive income  $931   $614 

 

The accompanying notes are an integral part of these consolidated financial statements.

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 MAGYAR BANCORP, INC. AND SUBSIDIARY

 Consolidated Statements of Changes in Stockholders' Equity

 For the Year Ended September 30, 2016 and 2015

 (In Thousands, Except for Share Amounts)

 

                           Accumulated     
   Common Stock   Additional       Unearned       Other     
   Shares   Par   Paid-In   Treasury   ESOP   Retained   Comprehensive     
   Outstanding   Value   Capital   Stock   Shares   Earnings   Loss   Total 
                                 
Balance, September 30, 2014   5,815,444   $59   $26,295   $(1,211)  $(877)  $22,382   $(716)  $45,932 
Net income                       897        897 
Other comprehensive loss                           (283)   (283)
Treasury stock used for restricted stock plan   4,050        (18)   45        (27)        
ESOP shares allocated           (14)       125            111 
Stock-based compensation expense           12                    12 
Balance, September 30, 2015   5,819,494   $59   $26,275   $(1,166)  $(752)  $23,252   $(999)  $46,669 
Net income                       1,091        1,091 
Other comprehensive loss                           (160)   (160)
Treasury stock used for restricted stock plan   1,252        (5)   14        (9)        
ESOP shares allocated           (3)       125            122 
Stock-based compensation expense           3                    3 
Balance, September 30, 2016   5,820,746   $59   $26,270   $(1,152)  $(627)  $24,334   $(1,159)  $47,725 

 

The accompanying notes are an integral part of these consolidated financial statements.

52 

MAGYAR BANCORP, INC. AND SUBSIDIARY

Consolidated Statements of Cash Flows

(In Thousands)

 

   For the Year Ended 
   September 30, 
   2016   2015 
     
Operating activities          
Net income  $1,091   $897 
Adjustment to reconcile net income to net cash provided          
by operating activities          
Depreciation expense   778    845 
Premium amortization on investment securities, net   195    245 
Provision for loan losses   1,366    1,264 
Provision for loss on other real estate owned   301    66 
Proceeds from the sales of loans   9,217    9,722 
Gains on sale of loans   (625)   (542)
Gains on sales of investment securities   (72)   (42)
Losses (gains) on the sales of other real estate owned   101    (61)
ESOP compensation expense   122    111 
Stock-based compensation expense   3    12 
Deferred income tax expense   605    403 
Increase in accrued interest receivable   (7)   (31)
Increase in surrender value bank owned life insurance   (295)   (304)
Decrease in other assets   (18)   246 
Increase (decrease) in accrued interest payable   13    (17)
Increase (decrease) in accounts payable and other liabilities   1,307    (311)
Net cash provided by operating activities   14,082    12,503 
           
Investing activities          
Net increase in loans receivable   (36,824)   (25,855)
Purchases of loans receivable   (9,393)   (5,840)
Purchases of investment securities held to maturity   (10,565)   (9,700)
Purchases of investment securities available for sale   (6,482)    
Sales of investment securities available for sale   6,298    5,421 
Principal repayments on investment securities held to maturity   10,080    5,884 
Principal repayments on investment securities available for sale   1,033    734 
Purchases of premises and equipment   (184)   (83)
Investment in other real estate owned   (162)   (465)
Proceeds from the sale of other real estate owned   4,835    6,459 
Purchase of Federal Home Loan Bank stock   (214)   (264)
Net cash used by investing activities   (41,578)   (23,709)
           
Financing activities          
Net increase in deposits   26,381    17,818 
Net increase in escrowed funds   367    144 
Proceeds from long-term advances   6,706    11,094 
Repayments of long-term advances   (2,260)   (5,000)
Repayments of securities sold under agreements to repurchase       (5,000)
Net cash provided by financing activities   31,194    19,056 
Net increase in cash and cash equivalents   3,698    7,850 
           
Cash and cash equivalents, beginning of period   18,108    10,258 
           
Cash and cash equivalents, end of period  $21,806   $18,108 
           
Supplemental disclosures of cash flow information          
Cash paid for          
Interest  $3,520   $3,214 
Income taxes  $4   $14 
Non-cash investing activities          
Real estate acquired in full satisfaction of loans in foreclosure  $1,824   $4,850 
OREO transferred to premises and equipment  $860   $ 

 

The accompanying notes are an integral part of these consolidated financial statements.

53 

Table of Contents 

 

MAGYAR BANCORP, INC. AND SUBSIDIARY

Notes to Consolidated Financial Statements

September 30, 2016 and 2015

NOTE A - ORGANIZATION

 

On January 23, 2006, Magyar Bank (the “Bank”) completed a reorganization involving a series of transactions by which Bank’s corporate structure was changed from a mutual savings bank to the mutual holding company form of ownership. Magyar Bank became a New Jersey-chartered stock savings bank subsidiary of Magyar Bancorp, Inc., a Delaware-chartered mid-tier stock holding company. Magyar Bancorp, Inc. (the “Company”) owns 100% of the outstanding shares of common stock of Magyar Bank. Magyar Bancorp, Inc. is a majority-owned subsidiary of Magyar Bancorp, MHC, a New Jersey-chartered mutual holding company.

 

Magyar Bancorp, MHC, owns 54.0%, or 3,200,450, of the issued shares of common stock of Magyar Bancorp, Inc. Of the remaining shares, 2,620,296, or 44.2%, are held by public stockholders and 102,996, or 1.8%, are held by Magyar Bancorp, Inc. in treasury stock. So long as Magyar Bancorp, MHC exists, it will be required to own a majority of the voting stock of Magyar Bancorp, Inc. Magyar Bancorp, Inc. and Magyar Bancorp, MHC are subject to comprehensive regulation and examination by the Board of Governors of the Federal Reserve System and the New Jersey Department of Banking and Insurance.

 

The Bank is subject to regulations issued by the New Jersey Department of Banking and Insurance and the Federal Deposit Insurance Corporation (the “FDIC”). The Bank’s administrative office is located in New Brunswick, New Jersey. The Bank has six branch offices which are located in New Brunswick, North Brunswick, South Brunswick, Branchburg, Bridgewater, and Edison, New Jersey. The Bank’s savings deposits are insured by the FDIC through the Deposit Insurance Fund (DIF); also, the Bank is a member of the Federal Home Loan Bank of New York.

 

MagBank Investment Company, a New Jersey investment corporation subsidiary of the Bank, was formed on August 15, 2006 for the purpose of buying, selling and holding investment securities.

 

Hungaria Urban Renewal, LLC is a Delaware limited-liability corporation established in 2002 as a qualified intermediary operating for the purpose of acquiring and developing the Bank’s new main office. The Bank owns a 100% interest in Hungaria Urban Renewal, LLC, which has no other business other than owning the Bank’s main office site.

 

Magyar Service Corporation, a New Jersey corporation, is a wholly owned, non-bank subsidiary of the Bank. Magyar Service Corporation, which also operates under the name Magyar Financial Services, receives commissions from annuity and life insurance sales referred to a licensed, non-bank financial planner.

 

The Bank competes with other banking and financial institutions in its primary market areas. Commercial banks, savings banks, savings and loan associations, credit unions and money market funds actively compete for savings and time certificates of deposit and all types of loans. Such institutions, as well as consumer financial and insurance companies, may be considered competitors of the Bank with respect to one or more of the services it renders.

 

The Bank is subject to regulations of certain state and federal agencies and, accordingly, the Bank is periodically examined by such regulatory authorities. As a consequence of the regulation of commercial banking activities, the Bank’s business is particularly susceptible to future state and federal legislation and regulations.

 

 

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

1. Basis of Financial Statement Presentation

 

The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America (US GAAP) and predominant practices within the banking industry. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, the Bank, and its wholly-owned subsidiaries MagBank Investment Company, Magyar Service Corporation, and Hungaria Urban Renewal, LLC. All intercompany balances and transactions have been eliminated in the consolidated financial statements.

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Table of Contents 

 

MAGYAR BANCORP, INC. AND SUBSIDIARY

Notes to Consolidated Financial Statements

September 30, 2016 and 2015

The Company has evaluated subsequent events and transactions occurring subsequent to the consolidated balance sheet date of September 30, 2016, for items that should potentially be recognized or disclosed in these consolidated financial statements. The evaluation was conducted through the date these consolidated financial statements were issued.

 

In preparing financial statements in conformity with US GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

The principal estimates that are particularly susceptible to significant change in the near term relate to the allowance for loan losses and the deferred tax asset. The evaluation of the adequacy of the allowance for loan losses includes an analysis of the individual loans and overall risk characteristics and size of the different loan portfolios, and takes into consideration current economic and market conditions, the capability of specific borrowers to pay specific loan obligations, as well as current loan collateral values. However, actual losses on specific loans, which also are encompassed in the analysis, may vary from estimated losses.

 

The Company records income taxes using the asset and liability method. Accordingly, deferred tax assets and liabilities: (i) are recognized for the expected future tax consequences of events that have been recognized in the financial statements or tax returns; (ii) are attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases; and (iii) are measured using enacted tax rates expected to apply in the years when those temporary differences are expected to be recovered or settled.

 

Where applicable, deferred tax assets are reduced by a valuation allowance for any portions determined not likely to be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income tax expense in the period of enactment. The valuation allowance is adjusted, by a charge or credit to income tax expense, as changes in facts and circumstances warrant.

 

2. Cash and Cash Equivalents

 

For purposes of reporting cash flows, cash and cash equivalents include cash on hand, amounts due from banks, time deposits with original maturities less than three months and overnight deposits.

 

3. Investment Securities

 

The Company classifies its investment securities into one of three portfolios: held to maturity, available for sale or trading. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are classified as held to maturity securities and reported at amortized cost. Debt and equity securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities and reported at fair value, with unrealized holding gains and losses included in earnings. Debt and equity securities not classified as either trading securities or as held to maturity securities are classified as available for sale securities and reported at fair value, with unrealized holding gains or losses, net of deferred income taxes, reported in the accumulated other comprehensive income (“AOCI”) component of stockholders’ equity.

 

If the fair value of a security is less than its amortized cost, the security is deemed to be impaired. Management evaluates all securities with unrealized losses quarterly to determine if such impairments are “temporary” or “other-than-temporary” in accordance with applicable accounting guidance. The Company accounts for temporary impairments based upon security classification as either available for sale, held to maturity or trading. Temporary impairments on “available for sale” securities are recognized, on a tax-effected basis, through AOCI with offsetting entries adjusting the carrying value of the security and the balance of deferred taxes. Conversely, the Company does not adjust the carrying value of “held to maturity” securities for temporary impairments, although information concerning the amount and duration of impairments on held to maturity securities is generally disclosed in periodic consolidated financial statements. The carrying value of securities held in a trading portfolio is adjusted to their fair value through earnings on a daily basis. However, the Company maintained no securities in trading portfolios at or during the periods presented in these consolidated financial statements.

 

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MAGYAR BANCORP, INC. AND SUBSIDIARY

Notes to Consolidated Financial Statements

September 30, 2016 and 2015

The Company accounts for other-than-temporary impairments based upon several considerations. First, other-than-temporary impairments on securities that the Company has decided to sell as of the close of a fiscal period, or will, more likely than not, be required to sell prior to the full recovery of the their fair value to a level equal to or exceeding their amortized cost, are recognized in operations. If neither of these criteria apply, then the other-than-temporary impairment is separated into credit-related and noncredit-related components. The credit-related impairment generally represents the amount by which the present value of the cash flows that are expected to be collected on an other-than-temporarily impaired security fall below its amortized cost while the noncredit-related component represents the remaining portion of the impairment not otherwise designated as credit-related. The Company recognizes credit-related, other-than-temporary impairments in earnings, while noncredit-related, other-than-temporary impairments on debt securities are recognized, net of deferred taxes, in AOCI.

 

Federal law requires a member institution of the Federal Home Loan Bank (“FHLB”) system to purchase and hold restricted stock of its district FHLB according to a predetermined formula. This stock is restricted in that it may only be sold to the FHLB and all sales must be at par. Accordingly, the FHLB restricted stock is carried at cost, less any applicable impairment charges.

Premiums and discounts on all securities are amortized or accreted to maturity by use of the level-yield method considering the impact of principal amortization and prepayments on mortgage-backed securities. Gain or loss on sales of securities is recognized on the specific identification method.

 

4. Loans and Allowance for Loan Losses

 

Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are stated at the amount of unpaid principal, adjusted for net deferred loan fees and costs, and reduced by an allowance for loan losses. Interest on loans is accrued and credited to operations based upon the principal amounts outstanding. The allowance for loan losses is established through a provision for possible loan losses charged to operations. Loans are charged against the allowance for loan losses when management believes that the collectability of the principal is unlikely.

 

Income recognition of interest is discontinued when, in the opinion of management, the collectability of such interest becomes doubtful. A loan is generally classified as non-accrual when the scheduled payment(s) due on the loan is delinquent for more than three months. Loan origination fees and certain direct origination costs are deferred and amortized over the life of the related loans as an adjustment to the yield on loans receivable using the effective interest method.

 

Management uses a ten point internal risk rating system to monitor the credit quality of the overall loan portfolio. The first six categories are considered not criticized, and are aggregated as “Pass” rated. The criticized rating categories utilized by management generally follow bank regulatory definitions. The Special Mention category includes assets that are currently protected but are potentially weak, resulting in an undue and unwarranted credit risk, but not to the point of justifying a Substandard classification. Loans in the Substandard category have well-defined weaknesses that jeopardize the liquidation of the debt, and have a distinct possibility that some loss will be sustained if the weaknesses are not corrected. All loans greater than three months past due are considered Substandard. Any portion of a loan that has been charged off is placed in the Loss category.

 

To help ensure that risk ratings are accurate and reflect the present and future capacity of borrowers to repay a loan as agreed, the Bank has a structured loan rating process with several layers of internal and external oversight.