This Form 10-Q contains forward-looking statements, which can be identified by the use of words such as "believes," "expects," "anticipates," "estimates" or similar expressions. Forward - looking statements include: • Statements of our goals, intentions and expectations; • Statements regarding our business plans, prospects, growth and operating strategies;
• Statements regarding the quality of our loan and investment portfolios; and
• Estimates of our risks and future costs and benefits.
These forward-looking statements are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by the forward-looking statements due to, among others, the following factors: • General economic conditions, either nationally or in our market area,
that are worse than expected;
• The volatility of the financial and securities markets, including
changes with respect to the market value of our financial assets;
• Changes in government regulation affecting financial institutions and
the potential expenses associated therewith; • Changes in the interest rate environment that reduce our interest margins or reduce the fair value of financial instruments; 21
--------------------------------------------------------------------------------
• Our ability to enter into new markets and/or expand product offerings
successfully and take advantage of growth opportunities;
• Increased competitive pressures among financial services companies;
• Changes in consumer spending, borrowing and savings habits;
• Legislative or regulatory changes that adversely affect our business;
• Adverse changes in the securities markets;
• Our continued ability to manage cybersecurity risks;
• Our continued ability to successfully remediate our identified internal control weaknesses;
• Our ability to successfully manage our growth; and
• Changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, theFinancial Accounting Standards Board or thePublic Company Accounting Oversight Board .
No forward-looking statement can be guaranteed and we specifically disclaim any obligation to update any forward-looking statement.
Risks and Uncertainties
The outbreak of COVID-19 has caused significant disruptions in theU.S. economy and has created disruption within the markets where the Company primarily operates. While there has been no material impact to the Company's operations, COVID-19 could potentially create a business continuity issue for the Company. The Company was able to quickly and effectively deploy low cost resources to its employees so that all employees, excluding branch personnel, could operate remotely. Branch hours and operations were modified to best accommodate its staff and customers and remain compliant with State Executive Orders. If the global response to contain COVID-19 escalates further or is unsuccessful, the Company could experience a material adverse effect on its business, financial condition, results of operations and cash flows, specifically with regards to the allowance for losses and related provision.Congress , the President, and theFederal Reserve have taken actions to help with the economic fallout. The Coronavirus Aid, Relief and Economic Security ("CARES") Act was signed into law at the end ofMarch 2020 as a$2 trillion legislative package. The goal of the CARES Act is to prevent a severe economic downturn through various measures, including direct financial aid to American families and economic stimulus to significantly impacted industry sectors. In addition,Governor Murphy announced onMarch 28, 2020 , that financial institutions will provide mortgage forbearance and financial protections for the people ofNew Jersey facing economic hardship as a result of COVID-19 which could have a material impact on the Company's operations. The Company implemented its business continuity plan quickly and effectively and continued to operate without impact to its customers. Although it is still too early to determine the ultimate impact of COVID-19 on the loan portfolio, management reviewed all relevant data at the time, including communication with its customers, to ensure the qualitative factors were appropriate. The Company does not have a significant concentration in the hardest hit industries, such as leisure, hospitality, and retail, within its commercial real estate and commercial and industrial portfolios. The Company registered with the SBA in order to provide assistance to its customers through the Payroll Protection Program. Originations for this program surpassed$6 million in an effort to help these businesses through these uncertain times. In addition, the Company provided three month deferrals in accordance with the Governor's announcement for 80 residential loans with outstanding balances totaling approximately$19 million and 25 commercial loans with outstanding balances totaling approximately$54 million . All programs were implemented afterMarch 31, 2020 and continued through the filing date.
Critical Accounting Policies
In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the dates of the consolidated statements of financial position and revenues and expenses for the periods then ended. Actual results could differ significantly from those estimates. A material estimate that is particularly susceptible to significant change relates to the determination of the allowance for loan losses. The allowance for loan losses represents our best estimate of losses known and inherent in our loan portfolio that are both probable and reasonable to estimate. In determining the amount of the allowance for loan losses, we consider the losses inherent in our loan portfolio and changes in the nature and volume of our loan activities, along with general economic and real estate market conditions. We utilize a two-tier approach: (1) identification of impaired loans for which specific reserves may be established; and (2) establishment of general valuation allowances on the remainder of the loan portfolio. We maintain a loan review system which provides for a systematic review of the loan portfolio and the early identification of potential impaired loans. Such system takes into consideration, among other things, delinquency status, size of loan, type of collateral and the financial condition of the borrower. Specific loan loss allowances are established for identified loans based on a review of such information 22 -------------------------------------------------------------------------------- and/or appraisals of the underlying collateral. General loan loss allowances are based upon a combination of factors including, but not limited to, actual loan loss experience, composition of the loan portfolio, current economic conditions and management's judgment. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Bank's allowance for loan losses. Such agencies may require the Bank to recognize additions to the allowance based on their judgments about information available to them at the time of their examinations. Although specific and general loan loss allowances are established in accordance with management's best estimates, actual losses are dependent upon future events and, as such, further provisions for loan losses may be necessary in order to increase the level of the allowance for loan losses. For example, our evaluation of the allowance includes consideration of current economic conditions, and a change in economic conditions could reduce the ability of our borrowers to make timely repayments of their loans. This could result in increased delinquencies and increased non-performing loans, and thus a need to make increased provisions to the allowance for loan losses, which would be a charge to income during the period the provision is made, resulting in a reduction to our earnings. A change in economic conditions could also adversely affect the value of the properties collateralizing our real estate loans, resulting in increased charge-offs against the allowance and reduced recoveries, and thus a need to make increased provisions to the allowance for loan losses. Furthermore, a change in the composition of our loan portfolio or growth of our loan portfolio could result in the need for additional provisions.
Comparison of Financial Condition at
General. Total assets were$600.4 million atMarch 31, 2020 , compared to$593.1 million atDecember 31, 2019 , an increase of$7.3 million or 1.2%. During the period, the Company experienced an increase of$14.9 million , or 2.9%, in loans receivable, net. Cash and cash equivalents decreased by$7.4 million , or 40.0%, in order to finance the loan growth. Other assets decreased$949,000 , or 25.1%, primarily due to the cash received for the receivable set up for the timing of the bank owned life insurance payment and a decrease in prepaid expenses during the three months endedMarch 31, 2020 .
The ratio of average interest-earning assets to average-interest bearing
liabilities was 118.9% for the three month period ended
Loans. Loans receivable, net, increased by$14.9 million , or 2.9%, from$508.0 million atDecember 31, 2019 , to$522.9 million atMarch 31, 2020 . Loans receivable, net, represented 87.1% of the Company's assets atMarch 31, 2020 compared to 85.7% atDecember 31, 2019 . The commercial and industrial loan portfolio increased by$19.9 million during the quarter endedMarch 31, 2020 . Additionally, the construction portfolio increased$6.5 million , while loans in process increased$1.6 million , during the first quarter as a result of borrowers starting new projects. Offsetting the increases, the Bank's commercial real estate portfolio decreased approximately$8.5 million on weaker loan demand, while the residential mortgage portfolio decreased$4.5 million to$149.4 million as ofMarch 31, 2020 , compared to$153.8 million atDecember 31, 2019 . All other loan portfolios were consistent with year-end levels.
Securities. Our portfolio of securities held to maturity totaled
Deposits. Total deposits atMarch 31, 2020 , decreased to$447.4 million from$472.8 million at year-end 2019. Interest demand and certificates of deposit (including IRAs) decreased$21.3 million and$3.9 million , respectively. Interest demand deposit account balances decreased to$120.6 million atMarch 31, 2020 , compared to$141.9 million atDecember 31, 2019 , while certificates of deposit decreased to$152.2 million atMarch 31, 2020 , compared to$156.2 million atDecember 31, 2019 . Additionally, non-interest demand decreased$2.1 million to$45.9 million atMarch 31, 2020 , compared to$47.9 million at year-end 2019, while money market balances decreased$1.3 million to$26.4 million atMarch 31, 2020 , compared to$27.7 million at year-end 2019. Offsetting these decreases was an increase in savings deposit account balances of$3.3 million to$102.3 million atMarch 31, 2020 , from$99.0 million atDecember 31, 2019 . Borrowings. Total borrowings atMarch 31, 2020 were$83.9 million compared with$51.6 million atDecember 31, 2019 . Overnight advances with theFederal Home Loan Bank of New York atMarch 31, 2020 , were$56.2 million while there were$23.9 million outstanding atDecember 31, 2019 . Equity. Stockholders' equity was$66.0 million atMarch 31, 2020 compared to$65.4 million atDecember 31, 2019 , an increase of$658,000 , or 1.0%. The increase in stockholders' equity was primarily due to net income of$533,000 for the three months endedMarch 31, 2020 . 23 --------------------------------------------------------------------------------
Comparison of Operating Results for the Three Months Ended
General. The Company had net income of$533,000 for the three months endedMarch 31, 2020 , compared to$514,000 for the three months endedMarch 31, 2019 . The increase in net income was primarily due to a decrease in professional services expenses of$864,000 , partially offset by$525,000 in merger expenses and an increase of$250,000 in the provision for loan losses. The increase in the provision expense was related to a mix of higher loan growth and qualitative factor changes the Company experienced during the three month period.
Net Interest Income.
The following tables provide information concerning the balances, yields and rates on interest-earning assets and interest-bearing liabilities during the periods indicated: For the three months ended 3/31/2020 3/31/2019 Interest Interest Average Balance Sheet Average Income/ Average Income/ (In Thousands) Balance Expense Yield Balance Expense Yield Interest-earning assets: Loans receivable$ 525,506 $ 5,929 4.51 %$ 502,149 $ 5,691 4.53 % Securities held to maturity 35,476 228 2.57 % 37,899 285 3.01 % Other interest-earning assets 14,491 71 1.96 % 15,157 132 3.48 % Total interest-earning assets 575,473 6,228 4.33 % 555,205 6,108 4.40 % Allowance for loan loss (5,724 ) (5,656 )
Non-interest-earning
assets 28,670 27,621
Total
non-interest-earning
assets 22,946 21,965 Total Assets$ 598,419 $ 577,170 Interest-bearing liabilities:
Demand & money market
$ 367 1.09 % Savings and club deposits 99,599 176 0.71 % 102,209 172 0.67 % Certificates of deposit 153,227 754 1.97 % 130,207 587 1.80 % Total interest-bearing deposits 413,829 1,385 1.34 % 367,434
1,126 1.23 %
Federal Home Loan Bank advances 70,049 297 1.70 % 92,780 559 2.41 % Total interest-bearing liabilities 483,878 1,682 1.39 % 460,214
1,685 1.46 %
Non-interest-bearing deposit 44,950 46,962 Other non-interest-bearing liabilities 3,306 2,623 Total Liabilities 532,134 509,799 Equity 66,285 67,371 Total Liabilities and Equity 598,419 577,170 Net Interest Income 4,546 2.94 % 4,423 2.94 % Net Interest Margin 3.16 % 3.19 % Ratio of Interest Earning Assets to Interest Bearing Liabilities 118.93 % 120.64 % The Company's net interest margin decreased 3 basis points to 3.16% for the three months endedMarch 31, 2020 compared to 3.19% for the three months endedMarch 31, 2019 . The yield on interest-earning assets decreased by 7 basis points year over year while the cost of interest-bearing liabilities decreased 7 basis points. Provision for Loan Losses. The provision for loan losses was$250,000 for the three months endedMarch 31, 2020 compared to a provision of$0 for the three months endedMarch 31, 2019 . The increased provision level during the current year 24
-------------------------------------------------------------------------------- period is attributable to a mix of higher loan growth and changes to qualitative factors during the quarter endedMarch 31, 2020 compared to the same period in 2019. The Company's management reviews the level of the allowance for loan losses on a quarterly basis based on a variety of factors including, but not limited to, (1) the risk characteristics of the loan portfolio, (2) current economic conditions, (3) actual losses previously experienced, (4) the Company's level of loan growth and (5) the existing level of reserves for loan losses that are probable and estimable. Although it is still too early to determine the ultimate impact of COVID-19 on the loan portfolio, management reviewed all relevant data at the time, including communication with its customers, to ensure the qualitative factors were appropriate. Management will continue to monitor the impact and make additional provisions as necessary. The Company had$3.4 million in nonperforming loans as ofMarch 31, 2020 , compared to$3.8 million as ofMarch 31, 2019 . The allowance for loan losses to total loans was 1.13% and 1.14% atMarch 31, 2020 and 2019, respectively, while the allowance for loan losses to non-performing loans was 175.44% atMarch 31, 2020 , compared to 147.38% atMarch 31, 2019 . Non-performing loans to total loans and net charge-offs to average loans outstanding were at 0.65% and 0.01%, respectively, at and for the three months endedMarch 31, 2020 , compared to 0.78% and 0.00% at and for the three months endedMarch 31, 2019 . Non-Interest Income. Non-interest income increased$46,000 , or 24.2%, to$236,000 during the three months endedMarch 31, 2020 compared to$190,000 for the three months endedMarch 31, 2019 . Non-interest income increased primarily due to an increase in loan fees. Non-Interest Expenses. During the three months endedMarch 31, 2020 andMarch 31, 2019 , non-interest expense were$3.7 million and$3.9 million , respectively. Non-interest expense decreased$214,000 to$3.7 million for the three months endedMarch 31, 2020 , as compared to the same period endedMarch 31, 2019 . While professional services decreased by$864,000 , the Company incurred merger related expenses of$525,000 during the three months endedMarch 31, 2020 . Additionally, service bureau fees increased by$105,000 for the three months endedMarch 31, 2020 compared to the same three months period a year earlier. Service bureau fees increased primarily due to the reduction of relationship credits utilized during the three month period. Income Taxes. Income tax expense for the three months endedMarch 31, 2020 was$346,000 or 39.4% of the reported income before income taxes compared to a tax expense of$232,000 or 31.1% for the three months endedMarch 31, 2019 . The increase in tax rate was due to the nondeductible portion of the merger related expenses.
Liquidity, Commitments and Capital Resources
The Bank must be capable of meeting its customer obligations at all times. Potential liquidity demands include funding loan commitments, cash withdrawals from deposit accounts and other funding needs as they present themselves. Accordingly, liquidity is measured by our ability to have sufficient cash reserves on hand, at a reasonable cost and/or with minimum losses.
Senior management is responsible for managing our overall liquidity position and risk and is responsible for ensuring that our liquidity needs are being met on both a daily and long term basis. The Financial Review Committee, comprised of senior management and chaired by the President and Chief Executive Officer, is responsible for establishing and reviewing our liquidity procedures, guidelines, and strategy on a periodic basis. Our approach to managing day-to-day liquidity is measured through our daily calculation of investable funds and/or borrowing needs to ensure adequate liquidity. In addition, senior management constantly evaluates our short-term and long-term liquidity risk and strategy based on current market conditions, outside investment and/or borrowing opportunities, short and long-term economic trends, and anticipated short and long-term liquidity requirements. The Bank's loan and deposit rates may be adjusted as another means of managing short and long-term liquidity needs. We do not at present participate in derivatives or other types of hedging instruments to meet liquidity demands, as we take a conservative approach in managing liquidity. AtMarch 31, 2020 , the Bank had outstanding commitments to originate loans of$25.3 million , construction loans in process of$14.5 million , unused lines of credit of$73.0 million (including$59.7 million for commercial lines of credit and$12.9 million for home equity lines of credit), and standby letters of credit of$513,000 . Certificates of deposit scheduled to mature in one year or less atMarch 31, 2020 , totaled$99.9 million .
As of
The Bank generates cash through deposits and/or borrowings from the FHLBNY to meet its day-to-day funding obligations when required. AtMarch 31, 2020 , the total loans receivable to deposits ratio was 116.9%. AtMarch 31, 2020 , the Bank's collateralized borrowing limit with the FHLBNY was$171.1 million , of which$83.9 million was outstanding. As ofMarch 31, 2020 , the Bank also had a$13.0 million unsecured line of credit with one financial institution that it could access if necessary. 25
--------------------------------------------------------------------------------
Consistent with its goals to operate a sound and profitable financial
organization, the Bank actively seeks to maintain its status as a
well-capitalized institution in accordance with regulatory standards. As of
© Edgar Online, source