CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In Thousands, Except Share and Per Share Data, Unaudited)
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
March 31,
|
|
|
|
2013
|
|
|
2013
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Cash and due from banks
|
|
$
|
7,629
|
|
|
$
|
15,048
|
|
Interest-bearing deposits in other banks
|
|
|
4,272
|
|
|
|
10,848
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents
|
|
|
11,901
|
|
|
|
25,896
|
|
Securities available for sale, at fair value:
|
|
|
3,764
|
|
|
|
15,399
|
|
Securities held to maturity, at cost (fair value of $445,024 at December 31, 2013 and $479,339 at March 31, 2013):
|
|
|
446,439
|
|
|
|
462,728
|
|
Loans receivable
|
|
|
580,438
|
|
|
|
459,312
|
|
Allowance for loan losses
|
|
|
(3,050
|
)
|
|
|
(2,500
|
)
|
|
|
|
|
|
|
|
|
|
Net Loans
|
|
|
577,388
|
|
|
|
456,812
|
|
|
|
|
|
|
|
|
|
|
Bank owned life insurance
|
|
|
36,262
|
|
|
|
35,499
|
|
Premises and equipment
|
|
|
7,523
|
|
|
|
7,841
|
|
Federal Home Loan Bank of New York stock
|
|
|
6,989
|
|
|
|
3,897
|
|
Interest receivable
|
|
|
3,235
|
|
|
|
3,177
|
|
Real estate owned
|
|
|
|
|
|
|
215
|
|
Other assets
|
|
|
5,572
|
|
|
|
4,620
|
|
|
|
|
|
|
|
|
|
|
Total Assets
|
|
$
|
1,099,073
|
|
|
$
|
1,016,084
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
Deposits:
|
|
|
|
|
|
|
|
|
Non-interest bearing
|
|
$
|
17,308
|
|
|
$
|
13,228
|
|
Interest bearing
|
|
|
757,221
|
|
|
|
750,464
|
|
|
|
|
|
|
|
|
|
|
Total Deposits
|
|
|
774,529
|
|
|
|
763,692
|
|
Advances from Federal Home Loan Bank of New York
|
|
|
122,500
|
|
|
|
52,500
|
|
Advance payments by borrowers for taxes and insurance
|
|
|
5,926
|
|
|
|
5,071
|
|
Other liabilities and accrued expenses
|
|
|
4,658
|
|
|
|
7,493
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
|
|
|
907,613
|
|
|
|
828,756
|
|
|
|
|
|
|
|
|
|
|
Commitments and Contingencies
|
|
|
|
|
|
|
|
|
Stockholders Equity
|
|
|
|
|
|
|
|
|
Preferred stock ($.01 par value), 1,000,000 shares authorized; shares issued or outstandingnone
|
|
|
|
|
|
|
|
|
Common stock ($.01 par value), 75,000,000 shares authorized; 30,530,470 shares issued, 26,470,164 shares outstanding at December 31,
2013; 26,166,652 shares outstanding at March 31, 2013
|
|
|
305
|
|
|
|
305
|
|
Paid-in capital
|
|
|
136,562
|
|
|
|
136,154
|
|
Deferred compensation obligation under Rabbi Trust
|
|
|
309
|
|
|
|
292
|
|
Retained earnings
|
|
|
102,554
|
|
|
|
102,292
|
|
Treasury stock, at cost; 4,060,306 shares at December 31, 2013; 4,363,818 shares at March 31, 2013
|
|
|
(43,869
|
)
|
|
|
(47,067
|
)
|
Common stock acquired by Employee Stock Ownership Plan (ESOP)
|
|
|
(3,664
|
)
|
|
|
(4,213
|
)
|
Accumulated other comprehensive loss
|
|
|
(470
|
)
|
|
|
(188
|
)
|
Stock held by Rabbi Trust
|
|
|
(267
|
)
|
|
|
(247
|
)
|
|
|
|
|
|
|
|
|
|
Total Stockholders Equity
|
|
|
191,460
|
|
|
|
187,328
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Stockholders Equity
|
|
$
|
1,099,073
|
|
|
$
|
1,016,084
|
|
|
|
|
|
|
|
|
|
|
See notes to consolidated financial statements.
- 1 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Share and Per Share Data, Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
|
Nine Months
|
|
|
|
Ended December 31,
|
|
|
Ended December 31,
|
|
|
|
2013
|
|
|
2012
|
|
|
2013
|
|
|
2012
|
|
Interest Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans
|
|
$
|
5,471
|
|
|
$
|
4,837
|
|
|
$
|
15,433
|
|
|
$
|
14,715
|
|
Mortgage-backed securities
|
|
|
2,492
|
|
|
|
3,111
|
|
|
|
7,822
|
|
|
|
9,773
|
|
Debt securities
|
|
|
569
|
|
|
|
599
|
|
|
|
1,692
|
|
|
|
2,464
|
|
Other interest-earning assets
|
|
|
51
|
|
|
|
53
|
|
|
|
133
|
|
|
|
178
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Interest Income
|
|
|
8,583
|
|
|
|
8,600
|
|
|
|
25,080
|
|
|
|
27,130
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits
|
|
|
1,909
|
|
|
|
2,264
|
|
|
|
5,951
|
|
|
|
7,434
|
|
Advances
|
|
|
582
|
|
|
|
536
|
|
|
|
1,568
|
|
|
|
1,866
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Interest Expense
|
|
|
2,491
|
|
|
|
2,800
|
|
|
|
7,519
|
|
|
|
9,300
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Interest Income
|
|
|
6,092
|
|
|
|
5,800
|
|
|
|
17,561
|
|
|
|
17,830
|
|
Provision for Loan Losses
|
|
|
128
|
|
|
|
450
|
|
|
|
664
|
|
|
|
742
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Interest Income after Provision for Loan Losses
|
|
|
5,964
|
|
|
|
5,350
|
|
|
|
16,897
|
|
|
|
17,088
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-Interest Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees and service charges
|
|
|
66
|
|
|
|
50
|
|
|
|
185
|
|
|
|
162
|
|
Bank owned life insurance
|
|
|
245
|
|
|
|
229
|
|
|
|
763
|
|
|
|
662
|
|
Gain on sale of securities
|
|
|
|
|
|
|
|
|
|
|
566
|
|
|
|
647
|
|
Loss on disposal of premises and equipment
|
|
|
|
|
|
|
(3
|
)
|
|
|
|
|
|
|
(3
|
)
|
Loss on extinguishment of debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(527
|
)
|
Loss on write-down of land held for sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(99
|
)
|
Other
|
|
|
|
|
|
|
2
|
|
|
|
1
|
|
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-Interest Income
|
|
|
311
|
|
|
|
278
|
|
|
|
1,515
|
|
|
|
845
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-Interest Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and employee benefits
|
|
|
2,065
|
|
|
|
1,672
|
|
|
|
6,154
|
|
|
|
5,384
|
|
Occupancy expense of premises
|
|
|
390
|
|
|
|
379
|
|
|
|
1,167
|
|
|
|
1,098
|
|
Equipment
|
|
|
309
|
|
|
|
320
|
|
|
|
921
|
|
|
|
880
|
|
Directors compensation
|
|
|
212
|
|
|
|
285
|
|
|
|
651
|
|
|
|
656
|
|
Advertising
|
|
|
45
|
|
|
|
58
|
|
|
|
196
|
|
|
|
171
|
|
Legal
|
|
|
73
|
|
|
|
42
|
|
|
|
147
|
|
|
|
133
|
|
Federal deposit insurance premium
|
|
|
132
|
|
|
|
121
|
|
|
|
375
|
|
|
|
379
|
|
Other
|
|
|
387
|
|
|
|
549
|
|
|
|
1,299
|
|
|
|
1,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-Interest Expenses
|
|
|
3,613
|
|
|
|
3,426
|
|
|
|
10,910
|
|
|
|
10,229
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before Income Taxes
|
|
|
2,662
|
|
|
|
2,202
|
|
|
|
7,502
|
|
|
|
7,704
|
|
Income Taxes
|
|
|
907
|
|
|
|
688
|
|
|
|
2,594
|
|
|
|
2,622
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
$
|
1,755
|
|
|
$
|
1,514
|
|
|
$
|
4,908
|
|
|
$
|
5,082
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income per Common Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.07
|
|
|
$
|
0.06
|
|
|
$
|
0.19
|
|
|
$
|
0.20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
$
|
0.07
|
|
|
$
|
0.06
|
|
|
$
|
0.19
|
|
|
$
|
0.20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends per common share
|
|
$
|
0.06
|
|
|
$
|
0.12
|
|
|
$
|
0.18
|
|
|
$
|
0.24
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Number of Common Shares and Common Stock Equivalents Outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
25,928,941
|
|
|
|
25,690,312
|
|
|
|
25,865,420
|
|
|
|
25,672,039
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
26,190,019
|
|
|
|
25,801,481
|
|
|
|
26,115,860
|
|
|
|
25,714,808
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See notes to consolidated financial statements.
- 2 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands, Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
|
|
|
Nine Months
|
|
|
|
Ended December 31,
|
|
|
Ended December 31,
|
|
|
|
2013
|
|
|
2012
|
|
|
2013
|
|
|
2012
|
|
Net income
|
|
$
|
1,755
|
|
|
$
|
1,514
|
|
|
$
|
4,908
|
|
|
$
|
5,082
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross unrealized holding (loss) on securities available for sale, net of income taxes of $19 and $75, $100 and $129,
respectively
|
|
|
(27
|
)
|
|
|
(110
|
)
|
|
|
(145
|
)
|
|
|
(186
|
)
|
Reclassification adjustment for net realized gains on securities available for sale, net of income taxes of of $0 and $0, and $120 and
$264, respectively (A)
|
|
|
|
|
|
|
|
|
|
|
(175
|
)
|
|
|
(383
|
)
|
Benefit plans, net of income tax of ($8) and ($7), ($26) and ($20), respectively (B)
|
|
|
12
|
|
|
|
12
|
|
|
|
38
|
|
|
|
30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other comprehensive (loss)
|
|
|
(15
|
)
|
|
|
(98
|
)
|
|
|
(282
|
)
|
|
|
(539
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income
|
|
$
|
1,740
|
|
|
$
|
1,416
|
|
|
$
|
4,626
|
|
|
$
|
4,543
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(A)
|
Net realized gain and related income taxes are included in the consolidated statements of income within the gain on sale of securities and income taxes lines, respectively.
|
(B)
|
Benefit plan amounts represent the amortization of past service cost and unrecognized net loss; such amounts are included in the consolidated statements of income within the directors compensation line. The
related income tax amounts are included in income taxes.
|
See notes to consolidated financial statements.
- 3 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands, Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Nine Months
Ended December 31,
|
|
|
|
2013
|
|
|
2012
|
|
Cash flows from operating activities:
|
|
|
|
|
Net income
|
|
$
|
4,908
|
|
|
$
|
5,082
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
Depreciation and amortization of premises and equipment
|
|
|
479
|
|
|
|
465
|
|
Net amortization (accretion) of deferred fees and costs, premiums and discounts
|
|
|
84
|
|
|
|
(51
|
)
|
Provision for loan losses
|
|
|
664
|
|
|
|
742
|
|
Realized gain on sale of securities available for sale
|
|
|
(295
|
)
|
|
|
(647
|
)
|
Realized gain on sale of securities held to maturity
|
|
|
(271
|
)
|
|
|
|
|
Loss on disposal of premises and equipment
|
|
|
|
|
|
|
3
|
|
Loss on extinguishment of debt
|
|
|
|
|
|
|
527
|
|
Loss on write-down of land held for sale
|
|
|
|
|
|
|
99
|
|
Loss on write-down of real estate owned
|
|
|
11
|
|
|
|
46
|
|
(Gain) loss on sale of real estate owned
|
|
|
(75
|
)
|
|
|
1
|
|
(Increase) decrease in interest receivable
|
|
|
(58
|
)
|
|
|
784
|
|
Deferred income taxes
|
|
|
(193
|
)
|
|
|
250
|
|
(Increase) decrease in other assets
|
|
|
(500
|
)
|
|
|
197
|
|
Increase (decrease) in accrued interest payable
|
|
|
85
|
|
|
|
(76
|
)
|
Increase (decrease) in other liabilities
|
|
|
130
|
|
|
|
(826
|
)
|
(Increase) in cash surrender value of bank owned life insurance
|
|
|
(763
|
)
|
|
|
(662
|
)
|
ESOP shares committed to be released
|
|
|
678
|
|
|
|
569
|
|
Restricted stock expense
|
|
|
50
|
|
|
|
46
|
|
Stock option expense
|
|
|
34
|
|
|
|
59
|
|
Increase in deferred compensation obligation under Rabbi Trust
|
|
|
17
|
|
|
|
14
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
4,985
|
|
|
|
6,622
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
Proceeds from calls, maturities and repayments of:
|
|
|
|
|
|
|
|
|
Securities available for sale
|
|
|
6,729
|
|
|
|
59,197
|
|
Securities held to maturity
|
|
|
67,193
|
|
|
|
200,657
|
|
Proceeds from sale of securities available for sale
|
|
|
4,659
|
|
|
|
8,827
|
|
Proceeds from sale of securities held to maturity
|
|
|
5,579
|
|
|
|
|
|
Redemptions of Federal Home Loan Bank of New York stock
|
|
|
58
|
|
|
|
1,806
|
|
Purchases of:
|
|
|
|
|
|
|
|
|
Securities available for sale
|
|
|
|
|
|
|
(15,000
|
)
|
Securities held to maturity
|
|
|
(59,404
|
)
|
|
|
(154,884
|
)
|
Loans receivable
|
|
|
(67,834
|
)
|
|
|
(34,009
|
)
|
Bank owned life insurance
|
|
|
|
|
|
|
(7,000
|
)
|
Premises and equipment
|
|
|
(161
|
)
|
|
|
(383
|
)
|
Federal Home Loan Bank of New York stock
|
|
|
(3,150
|
)
|
|
|
(675
|
)
|
Net (increase) decrease in loans receivable
|
|
|
(53,712
|
)
|
|
|
21,356
|
|
Proceeds from sale of real estate owned
|
|
|
645
|
|
|
|
92
|
|
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by investing activities
|
|
|
(99,398
|
)
|
|
|
79,984
|
|
|
|
|
|
|
|
|
|
|
See notes to consolidated financial
statements.
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTD)
(In Thousands, Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Nine Months
Ended December 31,
|
|
|
|
2013
|
|
|
2012
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
Net increase (decrease) in deposits
|
|
$
|
10,837
|
|
|
$
|
(55,170
|
)
|
Net increase in short-term advances from Federal Home Loan Bank of New York
|
|
|
15,000
|
|
|
|
|
|
Proceeds from long-term advances from Federal Home Loan Bank of New York
|
|
|
55,000
|
|
|
|
|
|
Payments on advances from Federal Home Loan Bank of New York
|
|
|
|
|
|
|
(24,512
|
)
|
Net increase (decrease) in payments by borrowers for taxes and insurance
|
|
|
855
|
|
|
|
(231
|
)
|
Exercise of stock options
|
|
|
3,106
|
|
|
|
|
|
Dividends paid
|
|
|
(4,647
|
)
|
|
|
(6,153
|
)
|
Purchase of treasury stock
|
|
|
(21
|
)
|
|
|
(27
|
)
|
Income tax benefit from stock based compensation
|
|
|
288
|
|
|
|
6
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
80,418
|
|
|
|
(86,087
|
)
|
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents
|
|
|
(13,995
|
)
|
|
|
519
|
|
Cash and cash equivalentsbeginning
|
|
|
25,896
|
|
|
|
40,257
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalentsending
|
|
$
|
11,901
|
|
|
$
|
40,776
|
|
|
|
|
|
|
|
|
|
|
Supplemental information:
|
|
|
|
|
|
|
|
|
Cash paid during the period for:
|
|
|
|
|
|
|
|
|
Interest on deposits and borrowings
|
|
$
|
7,434
|
|
|
$
|
9,376
|
|
|
|
|
|
|
|
|
|
|
Income taxes paid
|
|
$
|
3,093
|
|
|
$
|
3,876
|
|
|
|
|
|
|
|
|
|
|
Non cash activities:
|
|
|
|
|
|
|
|
|
Amounts (settled with) brokers for security purchases
|
|
$
|
(3,050
|
)
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
Transfer from loans receivable to real estate owned
|
|
$
|
366
|
|
|
$
|
215
|
|
|
|
|
|
|
|
|
|
|
See notes to consolidated financial statements.
- 5 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The consolidated financial statements include the accounts of Clifton Savings Bancorp, Inc. (the Company), the Companys
wholly-owned subsidiary, Clifton Savings Bank (the Bank), and the Banks wholly-owned subsidiary, Botany Inc. (Botany). The Companys business consists principally of investing in securities and the operations of
the Bank. Botanys business consists solely of holding investment and mortgage-backed securities, and Botany is treated under New Jersey tax law as a New Jersey investment company. All significant intercompany accounts and transactions have
been eliminated in consolidation.
The accompanying unaudited consolidated financial statements were prepared in accordance with the instructions for Form
10-Q and Regulation S-X and do not include information or footnotes necessary for a complete presentation of financial condition, results of operations, or cash flows in conformity with accounting principles generally accepted in the United States
of America (GAAP). However, in the opinion of management, all adjustments (consisting solely of normal recurring adjustments) necessary for a fair presentation of the consolidated financial statements have been included. The results of
operations for the nine month period ended December 31, 2013 are not necessarily indicative of the results which may be expected for the entire fiscal year or any other period. The preparation of the consolidated financial statements in
conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the
reported amounts of revenues and expenses during the reported periods. Actual results could differ from those estimates. These consolidated financial statements should be read in conjunction with the Companys audited consolidated financial
statements and related notes thereto for the year ended March 31, 2013, which are included in the Companys Annual Report on Form 10-K as filed with the Securities and Exchange Commission on June 6, 2013.
The Company has evaluated events and transactions occurring subsequent to the statement of financial condition date of December 31, 2013, 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.
2. EARNINGS PER SHARE (EPS)
Basic EPS is based on the weighted average number of common shares actually outstanding, and is adjusted for employee stock ownership plan
shares not yet committed to be released and deferred compensation obligations required to be settled in shares of Company stock. Unvested restricted stock awards, which contain rights to non-forfeitable dividends, are considered participating
securities and the two-class method of computing basic and diluted EPS is applied. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as outstanding stock options, were exercised
or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. Diluted EPS is calculated by adjusting the weighted average number of shares of common stock outstanding to include the
effect of contracts or securities exercisable (such as stock options) or which could be converted into common stock, if dilutive, using the treasury stock method. The calculation of diluted EPS for the three and nine months ended December 31,
2013 includes incremental shares related to outstanding options of 261,078 and 250,440, respectively. The calculation of diluted EPS for the three and nine months ended December 31, 2012 includes incremental shares related to outstanding
options of 111,169 and 42,769, respectively. During the three and nine months ended December 31, 2013 and 2012, no options were antidilutive.
- 6 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3. STOCK REPURCHASE PLANS
On November 28, 2012, the Companys Board of Directors authorized the Companys tenth stock repurchase plan for up to 280,000
shares of the Companys outstanding common stock, representing approximately 3% of the outstanding shares owned by entities other than the Companys majority stockholder, Clifton MHC, on that date. There were no stock repurchases under
this plan or any other repurchase plans made during the nine months ended December 31, 2013 and 2012.
Additionally, during the nine months ended
December 31, 2013 and 2012, 1,283 and 1,202 shares, respectively, were repurchased at an aggregate cost of approximately $16,000, or $12.15 per share, and $12,000, or $10.07 per share, respectively, representing the withholding of shares
subject to restricted stock awards under the Clifton Savings Bancorp, Inc. 2005 Equity Incentive Plan for payment of taxes due upon the vesting of restricted stock awards.
All repurchased shares are held as treasury stock for general corporate use.
4. RETIREMENT PLAN-COMPONENTS OF NET PERIODIC PENSION COST
Periodic pension expense for the directors retirement plan and former Presidents post-retirement health care plan were as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Nine Months Ended
|
|
|
|
December 31,
|
|
|
December 31,
|
|
|
|
2013
|
|
|
2012
|
|
|
2013
|
|
|
2012
|
|
|
|
(In Thousands)
|
|
Service cost
|
|
$
|
40
|
|
|
$
|
16
|
|
|
$
|
120
|
|
|
$
|
46
|
|
Interest cost
|
|
|
35
|
|
|
|
32
|
|
|
|
105
|
|
|
|
104
|
|
Amortization of past service cost
|
|
|
10
|
|
|
|
10
|
|
|
|
30
|
|
|
|
30
|
|
Amortization of unrecognized net loss
|
|
|
12
|
|
|
|
8
|
|
|
|
36
|
|
|
|
20
|
|
Settlement charge
|
|
|
|
|
|
|
117
|
|
|
|
|
|
|
|
117
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost
|
|
$
|
97
|
|
|
$
|
183
|
|
|
$
|
291
|
|
|
$
|
317
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 7 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5. SECURITIES
The amortized cost, gross unrealized gains and losses and estimated fair value of securities available for sale and held to maturity for the
dates indicated are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2013
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
(In Thousands)
|
|
Available for sale:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal National Mortgage Association
|
|
$
|
3,599
|
|
|
$
|
165
|
|
|
$
|
|
|
|
$
|
3,764
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total available for sale securities
|
|
$
|
3,599
|
|
|
$
|
165
|
|
|
$
|
|
|
|
$
|
3,764
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2013
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
(In Thousands)
|
|
Available for sale:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Government-sponsored enterprises
|
|
$
|
5,000
|
|
|
$
|
4
|
|
|
$
|
|
|
|
$
|
5,004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Mortgage Corporation
|
|
|
4,838
|
|
|
|
387
|
|
|
|
|
|
|
|
5,225
|
|
Federal National Mortgage Association
|
|
|
4,856
|
|
|
|
314
|
|
|
|
|
|
|
|
5,170
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,694
|
|
|
|
701
|
|
|
|
|
|
|
|
10,395
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total available for sale securities
|
|
$
|
14,694
|
|
|
$
|
705
|
|
|
$
|
|
|
|
$
|
15,399
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 8 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5. SECURITIES (CONTD)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2013
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
(In Thousands)
|
|
Held to maturity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Government-sponsored enterprises
|
|
$
|
89,999
|
|
|
$
|
113
|
|
|
$
|
159
|
|
|
$
|
89,953
|
|
Corporate bonds
|
|
|
49,966
|
|
|
|
1,471
|
|
|
|
88
|
|
|
|
51,349
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
139,965
|
|
|
|
1,584
|
|
|
|
247
|
|
|
|
141,302
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Mortgage Corporation
|
|
|
82,738
|
|
|
|
2,449
|
|
|
|
2,037
|
|
|
|
83,150
|
|
Federal National Mortgage Association
|
|
|
202,335
|
|
|
|
3,103
|
|
|
|
7,261
|
|
|
|
198,177
|
|
Governmental National Mortgage Association
|
|
|
21,401
|
|
|
|
1,144
|
|
|
|
150
|
|
|
|
22,395
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
306,474
|
|
|
|
6,696
|
|
|
|
9,448
|
|
|
|
303,722
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total held to maturity securities
|
|
$
|
446,439
|
|
|
$
|
8,280
|
|
|
$
|
9,695
|
|
|
$
|
445,024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2013
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
(In Thousands)
|
|
Held to maturity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Government-sponsored enterprises
|
|
$
|
69,999
|
|
|
$
|
607
|
|
|
$
|
11
|
|
|
$
|
70,595
|
|
Corporate bonds
|
|
|
49,917
|
|
|
|
1,951
|
|
|
|
1
|
|
|
|
51,867
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
119,916
|
|
|
|
2,558
|
|
|
|
12
|
|
|
|
122,462
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Mortgage Corporation
|
|
|
106,346
|
|
|
|
5,459
|
|
|
|
125
|
|
|
|
111,680
|
|
Federal National Mortgage Association
|
|
|
207,781
|
|
|
|
7,118
|
|
|
|
350
|
|
|
|
214,549
|
|
Governmental National Mortgage Association
|
|
|
28,685
|
|
|
|
1,998
|
|
|
|
35
|
|
|
|
30,648
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
342,812
|
|
|
|
14,575
|
|
|
|
510
|
|
|
|
356,877
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total held to maturity securities
|
|
$
|
462,728
|
|
|
$
|
17,133
|
|
|
$
|
522
|
|
|
$
|
479,339
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 9 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5. SECURITIES (CONTD)
Contractual maturity data for securities are as follows:
|
|
|
|
|
|
|
|
|
|
|
December 31, 2013
|
|
|
|
Amortized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Value
|
|
|
|
(In Thousands)
|
|
Available for sale:
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
Due after ten years
|
|
$
|
3,599
|
|
|
$
|
3,764
|
|
|
|
|
|
|
|
|
|
|
Total available for sale securities
|
|
$
|
3,599
|
|
|
$
|
3,764
|
|
|
|
|
|
|
|
|
|
|
Held to maturity:
|
|
|
|
|
|
|
|
|
Debt securities:
|
|
|
|
|
|
|
|
|
Due less than one year
|
|
$
|
4,952
|
|
|
$
|
5,008
|
|
Due after one through five years
|
|
|
115,010
|
|
|
|
116,291
|
|
Due after five through ten years
|
|
|
20,003
|
|
|
|
20,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
139,965
|
|
|
|
141,302
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
Due after one through five years
|
|
|
2,006
|
|
|
|
2,131
|
|
Due after five through ten years
|
|
|
83,815
|
|
|
|
79,096
|
|
Due after ten years
|
|
|
220,653
|
|
|
|
222,495
|
|
|
|
|
|
|
|
|
|
|
|
|
|
306,474
|
|
|
|
303,722
|
|
|
|
|
|
|
|
|
|
|
Total held to maturity securities
|
|
$
|
446,439
|
|
|
$
|
445,024
|
|
|
|
|
|
|
|
|
|
|
The amortized cost and carrying values shown above are by contractual final maturity. Actual maturities will differ from
contractual final maturities due to scheduled monthly payments related to mortgage-backed securities and due to the borrowers having the right to prepay obligations with or without prepayment penalties. The Companys mortgage-backed securities
are generally secured by residential and multi-family mortgage loans. The effective lives of those securities are generally shorter than their contractual maturities due to principal amortization and prepayment of the mortgage loans comprised within
those securities. Investors in mortgage pass-through securities generally share in the receipt of principal repayments on a pro-rata basis as paid by the borrowers.
- 10 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5. SECURITIES (CONTD)
The age of gross unrealized losses and the fair value of related securities at December 31 and
March 31, 2013 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Than 12 Months
|
|
|
12 Months or More
|
|
|
Total
|
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
|
|
|
Unrealized
|
|
|
|
|
|
Unrealized
|
|
|
|
|
|
Unrealized
|
|
December 31, 2013:
|
|
Fair Value
|
|
|
Losses
|
|
|
Fair Value
|
|
|
Losses
|
|
|
Fair Value
|
|
|
Losses
|
|
|
|
(In Thousands)
|
|
Held to maturity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Government-sponsored enterprises
|
|
$
|
34,841
|
|
|
$
|
159
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
34,841
|
|
|
$
|
159
|
|
Corporate Bonds
|
|
|
9,915
|
|
|
|
88
|
|
|
|
|
|
|
|
|
|
|
|
9,915
|
|
|
|
88
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44,756
|
|
|
|
247
|
|
|
|
|
|
|
|
|
|
|
|
44,756
|
|
|
|
247
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Mortgage Corporation
|
|
|
35,166
|
|
|
|
2,034
|
|
|
|
171
|
|
|
|
3
|
|
|
|
35,337
|
|
|
|
2,037
|
|
Federal National Mortgage Association
|
|
|
121,218
|
|
|
|
6,685
|
|
|
|
8,449
|
|
|
|
576
|
|
|
|
129,667
|
|
|
|
7,261
|
|
Government National Mortgage Association
|
|
|
|
|
|
|
|
|
|
|
1,442
|
|
|
|
150
|
|
|
|
1,442
|
|
|
|
150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
156,384
|
|
|
|
8,719
|
|
|
|
10,062
|
|
|
|
729
|
|
|
|
166,446
|
|
|
|
9,448
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total held to maturity securities
|
|
$
|
201,140
|
|
|
$
|
8,966
|
|
|
$
|
10,062
|
|
|
$
|
729
|
|
|
$
|
211,202
|
|
|
$
|
9,695
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Than 12 Months
|
|
|
12 Months or More
|
|
|
Total
|
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
|
|
|
Unrealized
|
|
|
|
|
|
Unrealized
|
|
|
|
|
|
Unrealized
|
|
March 31, 2013
|
|
Fair Value
|
|
|
Losses
|
|
|
Fair Value
|
|
|
Losses
|
|
|
Fair Value
|
|
|
Losses
|
|
|
|
(In Thousands)
|
|
Held to maturity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Government-sponsored enterprises
|
|
$
|
9,988
|
|
|
$
|
11
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
9,988
|
|
|
$
|
11
|
|
Corporate bonds
|
|
|
|
|
|
|
|
|
|
|
4,999
|
|
|
|
1
|
|
|
|
4,999
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,988
|
|
|
|
11
|
|
|
|
4,999
|
|
|
|
1
|
|
|
|
14,987
|
|
|
|
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Mortgage Corporation
|
|
|
10,368
|
|
|
|
124
|
|
|
|
30
|
|
|
|
1
|
|
|
|
10,398
|
|
|
|
125
|
|
Federal National Mortgage Association
|
|
|
42,609
|
|
|
|
347
|
|
|
|
187
|
|
|
|
3
|
|
|
|
42,796
|
|
|
|
350
|
|
Government National Mortgage Association
|
|
|
1,585
|
|
|
|
35
|
|
|
|
|
|
|
|
|
|
|
|
1,585
|
|
|
|
35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54,562
|
|
|
|
506
|
|
|
|
217
|
|
|
|
4
|
|
|
|
54,779
|
|
|
|
510
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total held to maturity securities
|
|
$
|
64,550
|
|
|
$
|
517
|
|
|
$
|
5,216
|
|
|
$
|
5
|
|
|
$
|
69,766
|
|
|
$
|
522
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management does not believe that any of the unrealized losses at December 31, 2013 (seven bonds of Government-sponsored
enterprises and two corporate bonds included in debt securities, and thirty-five FNMA, fourteen FHLMC, and one GNMA mortgage-backed security) represent an other-than-temporary impairment as they are primarily related to market interest rates and not
related to the underlying credit quality of the issuers of the securities. Additionally, the Company and its subsidiaries have the ability, and management has the intent, to hold such securities for the time necessary to recover amortized cost and
does not have the intent to sell the securities, and it is more likely than not that it will not have to sell the securities before recovery of their amortized cost.
- 11 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5. SECURITIES (CONTD)
During the nine months ended December 31, 2013, the proceeds from sales of securities available for sale
totaled $4.7 million and the proceeds from sales of securities held to maturity totaled $5.6 million, resulting in gross realized gains of $295,000 and $272,000, respectively, and gross realized losses of $-0- and $1,000, respectively. The remaining
principal balance for each of the securities held to maturity sold was less than 15% of the original principal purchased. The proceeds from sales of mortgage-backed securities available for sale totaled $8.8 million during the nine months ended
December 31, 2012, and the gross realized gains on the sales totaled $647,000. There were no sales of securities held to maturity during the nine months ended December 31, 2012.
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES
The following is a summary of loans by segment and the classes within those segments:
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
|
March 31,
|
|
|
|
2013
|
|
|
2013
|
|
|
|
(In Thousands)
|
|
Real estate:
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
518,415
|
|
|
$
|
419,240
|
|
Multi-family
|
|
|
21,943
|
|
|
|
14,990
|
|
Commercial
|
|
|
25,434
|
|
|
|
13,671
|
|
Construction
|
|
|
654
|
|
|
|
937
|
|
|
|
|
|
|
|
|
|
|
|
|
|
566,446
|
|
|
|
448,838
|
|
Consumer:
|
|
|
|
|
|
|
|
|
Second mortgage
|
|
|
9,018
|
|
|
|
6,687
|
|
Passbook or certificate
|
|
|
844
|
|
|
|
838
|
|
Equity lines of credit
|
|
|
2,418
|
|
|
|
2,218
|
|
Other loans
|
|
|
60
|
|
|
|
55
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,340
|
|
|
|
9,798
|
|
|
|
|
|
|
|
|
|
|
Total Loans
|
|
|
578,786
|
|
|
|
458,636
|
|
|
|
|
|
|
|
|
|
|
Less:
|
|
|
|
|
|
|
|
|
Loans in process
|
|
|
(287
|
)
|
|
|
(169
|
)
|
Net purchase premiums, discounts, and deferred loan costs
|
|
|
1,939
|
|
|
|
845
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,652
|
|
|
|
676
|
|
|
|
|
|
|
|
|
|
|
Total Loans, Net
|
|
$
|
580,438
|
|
|
$
|
459,312
|
|
|
|
|
|
|
|
|
|
|
The allowance for loan losses consists of general and unallocated components. For loans that are classified as impaired, a
valuation allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. The general component of the allowance covers pools of loans by
loan class not considered impaired, as well as smaller balance homogeneous loans, such as one- to four-family real estate, construction real estate, second mortgage loans, home equity lines of credit and passbook loans. These pools of loans are
evaluated for loss exposure based upon historical loss rates for each of these categories of loans, adjusted for qualitative factors to reflect current conditions. The historical loss factor is adjusted by qualitative risk factors which include:
- 12 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
1.
|
Lending policies and procedures, including underwriting standards and collection, charge-off, and recovery practices.
|
2.
|
National, regional, and local economic and business conditions, including the value of underlying collateral for collateral dependent loans.
|
3.
|
Nature and volume of the portfolio and terms of loans.
|
4.
|
Experience, ability and depth of lending management and staff.
|
5.
|
The quality of the Banks loan review system.
|
6.
|
Volume and severity of past due, classified and nonaccrual loans.
|
7.
|
Existence and effect of any concentrations of credit and changes in the level of such concentrations.
|
8.
|
Effect of external factors, such as competition and legal and regulatory requirements.
|
Each factor is
assigned a value to reflect improving, stable or declining conditions based on managements best judgment using relevant information available at the time of the evaluation. Adjustments to the factors are supported through documentation of
changes in conditions in a narrative accompanying the allowance for loan loss calculation.
An unallocated component is maintained to cover uncertainties
that could affect managements estimate of probable losses. The unallocated component of the allowance reflects the margin of imprecision inherent in the underlying assumptions used in the methodologies for estimating losses in the portfolio.
The evaluation of the adequacy of the allowance is based on an analysis which categorizes the entire loan portfolio by certain risk characteristics. The
loan portfolio segments are further disaggregated into the following loan classes, where the risk level for each type is analyzed when determining the allowance for loan losses.
Real Estate:
1. One-to Four-Family
Loansconsists of loans secured by first liens on either owner occupied or investment properties. These loans can be affected by economic conditions and the value of the underlying properties. The risk is considered relatively low as the Bank
believes it has always had conservative underwriting standards, and does not have sub-prime loans in its loan portfolio.
2. Multi-Family
Loansconsists of loans secured by multi-family real estate which generally involve a greater degree of risk than one-to four-family residential mortgage loans. These loans can be affected by economic conditions and the value of the underlying
properties. The risk is considered relatively low as the Bank believes it has always had conservative underwriting standards.
3.
Commercial Loansconsists of loans secured by commercial real estate which generally involve a greater degree of risk than one- to four-family residential mortgage loans. These loans can be affected by economic conditions and the value of the
underlying properties. These loans are affected by economic conditions to a greater degree than one-to four-family and multi-family loans. The risk is considered relatively low as the Bank believes it has always had conservative underwriting
standards.
4. Construction Loansconsists primarily of the financing of construction of one- to four-family properties or
construction/permanent loans for the construction of one-to four-family homes to be occupied by the borrower. Construction loans generally are considered to involve a higher degree of risk of loss than long-term financing on improved, occupied real
estate due to uncertainty of construction costs. Independent inspections are performed prior to disbursement of loan proceeds as construction progresses to mitigate these risks. These loans are also affected by economic conditions.
- 13 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
Consumer:
1. Second Mortgage and Equity Lines of Creditconsists of one-to four-family loans secured by first, second or third liens (when the Bank
has the two other lien positions) or, in one instance, a commercial property. These loans are affected by the borrowers continuing financial stability, and therefore are more likely to be adversely affected by job loss, divorce, illness or
personal bankruptcy. The credit risk is considered slightly higher than one-to four-family first lien loans as these loans are also dependent on the value of underlying properties, but have the added risk of a subordinate collateral position.
2. Passbook or Certificate and Other Loansconsists of loans secured by passbook accounts and certificates of deposit and unsecured loans.
The passbook or certificate loans have low credit risk as they are fully secured by their collateral. Unsecured loans, included in other loans, are considered a low credit risk because of their small balances.
The allowance calculation methodology includes further segregation of loan classes into risk rating categories. The borrowers overall financial
condition, repayment sources, guarantors and value of collateral, if appropriate, are evaluated when credit deficiencies arise, such as delinquent loan payments. Credit quality risk ratings include regulatory classifications of special mention,
substandard, doubtful and loss. Loans classified as special mention have potential weaknesses that deserve managements close attention. If uncorrected, the potential weaknesses may result in deterioration of the repayment
prospects. Loans classified as substandard have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They include loans that are inadequately protected by the current sound net worth and paying capacity of the
obligor or of the collateral pledged, if any. Loans classified as doubtful have all the weaknesses inherent in loans classified as substandard with the added characteristic that collection or liquidation in full, on the basis of current
conditions and facts, is highly improbable. Loans classified as a loss are considered uncollectible and are charged to the allowance for loan losses. Non-classified assets are rated as pass or pass-watch. Pass-watch loans require current
oversight or tracking by management generally due to incomplete documentation or monitoring due to previous delinquent status.
In addition, the Office of
the Comptroller of the Currency (the OCC), as an integral part of its examination process, periodically reviews the Banks loan portfolio and the related allowance for loan losses. The OCC may require the allowance for loan losses
to be increased based on its review of information available at the time of the examination.
The change in the allowance for loan losses for the three
and nine months ended December 31, 2013 and 2012 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to Four-
Family
Real Estate
|
|
|
Multi-Family
Real Estate
|
|
|
Commercial
Real Estate
|
|
|
Construction
Real Estate
|
|
|
Second
Mortgage and
Equity Lines
of Credit
|
|
|
Passbook or
Certificate
and Other
Loans
|
|
|
Unallocated
|
|
|
Total
|
|
|
|
(In Thousands)
|
|
At September 30, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for loan losses
|
|
$
|
2,440
|
|
|
$
|
236
|
|
|
$
|
165
|
|
|
$
|
3
|
|
|
$
|
49
|
|
|
$
|
|
|
|
$
|
57
|
|
|
$
|
2,950
|
|
Charge-offs
|
|
|
|
|
|
|
(28
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(28
|
)
|
Recoveries
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision charged to operations
|
|
|
29
|
|
|
|
(19
|
)
|
|
|
62
|
|
|
|
(1
|
)
|
|
|
2
|
|
|
|
1
|
|
|
|
54
|
|
|
|
128
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for loan losses
|
|
$
|
2,469
|
|
|
$
|
189
|
|
|
$
|
227
|
|
|
$
|
2
|
|
|
$
|
51
|
|
|
$
|
1
|
|
|
$
|
111
|
|
|
$
|
3,050
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 14 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to Four-
Family
Real Estate
|
|
|
Multi-Family
Real Estate
|
|
|
Commercial
Real Estate
|
|
|
Construction
Real Estate
|
|
|
Second
Mortgage and
Equity Lines
of Credit
|
|
|
Passbook or
Certificate
and Other
Loans
|
|
|
Unallocated
|
|
|
Total
|
|
|
|
(In Thousands)
|
|
At March 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for
loan losses
|
|
$
|
2,127
|
|
|
$
|
187
|
|
|
$
|
99
|
|
|
$
|
5
|
|
|
$
|
38
|
|
|
$
|
1
|
|
|
$
|
43
|
|
|
$
|
2,500
|
|
Charge-offs
|
|
|
(90
|
)
|
|
|
(28
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(118
|
)
|
Recoveries
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4
|
|
Provision charged to operations
|
|
|
428
|
|
|
|
30
|
|
|
|
128
|
|
|
|
(3
|
)
|
|
|
13
|
|
|
|
|
|
|
|
68
|
|
|
|
664
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for
loan losses
|
|
$
|
2,469
|
|
|
$
|
189
|
|
|
$
|
227
|
|
|
$
|
2
|
|
|
$
|
51
|
|
|
$
|
1
|
|
|
$
|
111
|
|
|
$
|
3,050
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to Four-
Family Real
Estate
|
|
|
Multi-Family
Real Estate
|
|
|
Commercial
Real Estate
|
|
|
Real Estate
Construction
|
|
|
Second
Mortgage and
Equity Lines
of Credit
|
|
|
Passbook or
Certificate
and Other
Loans
|
|
|
Unallocated
|
|
|
Total
|
|
|
|
(In Thousands)
|
|
At September 30, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for loan losses
|
|
$
|
1,898
|
|
|
$
|
203
|
|
|
$
|
106
|
|
|
$
|
9
|
|
|
$
|
39
|
|
|
$
|
1
|
|
|
$
|
44
|
|
|
$
|
2,300
|
|
Charge-offs
|
|
|
(320
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(320
|
)
|
Recoveries
|
|
|
50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50
|
|
Provision charged to operations
|
|
|
490
|
|
|
|
(4
|
)
|
|
|
(3
|
)
|
|
|
2
|
|
|
|
(2
|
)
|
|
|
|
|
|
|
(33
|
)
|
|
|
450
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for loan losses
|
|
$
|
2,118
|
|
|
$
|
199
|
|
|
$
|
103
|
|
|
$
|
11
|
|
|
$
|
37
|
|
|
$
|
1
|
|
|
$
|
11
|
|
|
$
|
2,480
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to Four-
Family Real
Estate
|
|
|
Multi-Family
Real Estate
|
|
|
Commercial
Real Estate
|
|
|
Construction
Real Estate
|
|
|
Second
Mortgage and
Equity Lines
of Credit
|
|
|
Passbook or
Certificate
and Other
Loans
|
|
|
Unallocated
|
|
|
Total
|
|
|
|
(In Thousands)
|
|
At March 31, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for loan losses
|
|
$
|
1,733
|
|
|
$
|
193
|
|
|
$
|
105
|
|
|
$
|
4
|
|
|
$
|
42
|
|
|
$
|
1
|
|
|
$
|
12
|
|
|
$
|
2,090
|
|
Charge-offs
|
|
|
(402
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(402
|
)
|
Recoveries
|
|
|
50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50
|
|
Provision charged to operations
|
|
|
737
|
|
|
|
6
|
|
|
|
(2
|
)
|
|
|
7
|
|
|
|
(5
|
)
|
|
|
|
|
|
|
(1
|
)
|
|
|
742
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total allowance for loan losses
|
|
$
|
2,118
|
|
|
$
|
199
|
|
|
$
|
103
|
|
|
$
|
11
|
|
|
$
|
37
|
|
|
$
|
1
|
|
|
$
|
11
|
|
|
$
|
2,480
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 15 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
The following table presents the allocation of the allowance for loan losses by loan class at
December 31 and March 31, 2013.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second
|
|
|
Passbook or
|
|
|
|
|
|
|
|
|
|
One-to Four-
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage and
|
|
|
Certificate
|
|
|
|
|
|
|
|
|
|
Family
|
|
|
Multi-Family
|
|
|
Commercial
|
|
|
Construction
|
|
|
Equity Lines
|
|
|
and Other
|
|
|
|
|
|
|
|
December 31, 2013
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
of Credit
|
|
|
Loans
|
|
|
Unallocated
|
|
|
Total
|
|
|
|
(In Thousands)
|
|
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Individually evaluated for impairment
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
Collectively evaluated for impairment
|
|
|
2,469
|
|
|
|
189
|
|
|
|
227
|
|
|
|
2
|
|
|
|
51
|
|
|
|
1
|
|
|
|
111
|
|
|
|
3,050
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
2,469
|
|
|
$
|
189
|
|
|
$
|
227
|
|
|
$
|
2
|
|
|
$
|
51
|
|
|
$
|
1
|
|
|
$
|
111
|
|
|
$
|
3,050
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Individually evaluated for impairment
|
|
$
|
316
|
|
|
$
|
209
|
|
|
$
|
248
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
773
|
|
Collectively evaluated for impairment
|
|
|
518,099
|
|
|
|
21,734
|
|
|
|
25,186
|
|
|
|
654
|
|
|
|
11,436
|
|
|
|
904
|
|
|
|
|
|
|
|
578,013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
518,415
|
|
|
$
|
21,943
|
|
|
$
|
25,434
|
|
|
$
|
654
|
|
|
$
|
11,436
|
|
|
$
|
904
|
|
|
$
|
|
|
|
$
|
578,786
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second
|
|
|
Passbook or
|
|
|
|
|
|
|
|
|
|
One-to Four-
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage and
|
|
|
Certificate
|
|
|
|
|
|
|
|
|
|
Family
|
|
|
Multi-Family
|
|
|
Commercial
|
|
|
Construction
|
|
|
Equity Lines
|
|
|
and Other
|
|
|
|
|
|
|
|
March 31, 2013
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
of Credit
|
|
|
Loans
|
|
|
Unallocated
|
|
|
Total
|
|
|
|
(In Thousands)
|
|
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Individually evaluated for impairment
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
Collectively evaluated for impairment
|
|
|
2,127
|
|
|
|
187
|
|
|
|
99
|
|
|
|
5
|
|
|
|
38
|
|
|
|
1
|
|
|
|
43
|
|
|
|
2,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
2,127
|
|
|
$
|
187
|
|
|
$
|
99
|
|
|
$
|
5
|
|
|
$
|
38
|
|
|
$
|
1
|
|
|
$
|
43
|
|
|
$
|
2,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Individually evaluated for impairment
|
|
$
|
528
|
|
|
$
|
|
|
|
$
|
251
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
779
|
|
Collectively evaluated for impairment
|
|
|
418,712
|
|
|
|
14,990
|
|
|
|
13,420
|
|
|
|
937
|
|
|
|
8,905
|
|
|
|
893
|
|
|
|
|
|
|
|
457,857
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
419,240
|
|
|
$
|
14,990
|
|
|
$
|
13,671
|
|
|
$
|
937
|
|
|
$
|
8,905
|
|
|
$
|
893
|
|
|
$
|
|
|
|
$
|
458,636
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 16 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
The aggregate amounts of classified loan balances are as follows at December 31 and March 31,
2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second
|
|
|
Passbook or
|
|
|
|
|
|
|
One-to Four-
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage and
|
|
|
Certificate
|
|
|
|
|
|
|
Family
|
|
|
Multi-family
|
|
|
Commercial
|
|
|
Construction
|
|
|
Equity Lines
|
|
|
and Other
|
|
|
Total
|
|
December 31, 2013
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
of Credit
|
|
|
Loans
|
|
|
Loans
|
|
|
|
(In Thousands)
|
|
Non-classified:
|
|
$
|
512,712
|
|
|
$
|
21,943
|
|
|
$
|
25,186
|
|
|
$
|
654
|
|
|
$
|
11,308
|
|
|
$
|
904
|
|
|
|
572,707
|
|
Classified:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Special mention
|
|
|
1,463
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
55
|
|
|
|
|
|
|
|
1,518
|
|
Substandard
|
|
|
4,240
|
|
|
|
|
|
|
|
248
|
|
|
|
|
|
|
|
73
|
|
|
|
|
|
|
|
4,561
|
|
Doubtful
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total loans
|
|
$
|
518,415
|
|
|
$
|
21,943
|
|
|
$
|
25,434
|
|
|
$
|
654
|
|
|
$
|
11,436
|
|
|
$
|
904
|
|
|
$
|
578,786
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second
|
|
|
Passbook or
|
|
|
|
|
|
|
One-to Four-
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage and
|
|
|
Certificate
|
|
|
|
|
|
|
Family
|
|
|
Multi-family
|
|
|
Commercial
|
|
|
Construction
|
|
|
Equity Lines
|
|
|
and Other
|
|
|
Total
|
|
March 31, 2013
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
Real Estate
|
|
|
of Credit
|
|
|
Loans
|
|
|
Loans
|
|
|
|
(In Thousands)
|
|
Non-classified:
|
|
$
|
412,488
|
|
|
$
|
14,990
|
|
|
$
|
13,356
|
|
|
$
|
937
|
|
|
$
|
8,748
|
|
|
$
|
893
|
|
|
|
451,412
|
|
Classified:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Special mention
|
|
|
1,191
|
|
|
|
|
|
|
|
64
|
|
|
|
|
|
|
|
9
|
|
|
|
|
|
|
|
1,264
|
|
Substandard
|
|
|
5,561
|
|
|
|
|
|
|
|
251
|
|
|
|
|
|
|
|
148
|
|
|
|
|
|
|
|
5,960
|
|
Doubtful
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total loans
|
|
$
|
419,240
|
|
|
$
|
14,990
|
|
|
$
|
13,671
|
|
|
$
|
937
|
|
|
$
|
8,905
|
|
|
$
|
893
|
|
|
$
|
458,636
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table provides information with respect to the Banks nonaccrual loans at December 31 and
March 31, 2013. Loans are generally placed on nonaccrual status when they become more than 90 days delinquent, or when the collection of principal and, or interest become doubtful. Nonaccrual loans differed from the amount of total loans past
due greater than 90 days due to some previously delinquent loans that are currently not more than 90 days delinquent which are maintained on nonaccrual status for a minimum of six months until the borrower has demonstrated the ability to satisfy the
loan terms. A loan is returned to accrual status when there is a sustained period of repayment performance (generally six consecutive months) by the borrower in accordance with the contractual terms of the loan, or in some circumstances, when the
factors indicating doubtful collectability no longer exist and the Bank expects repayment of the remaining contractual amounts due.
- 17 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
|
|
|
|
|
|
|
|
|
|
|
December 31,
2013
|
|
|
March 31,
2013
|
|
|
|
(In Thousands)
|
|
Nonaccrual loans:
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
4,240
|
|
|
$
|
5,496
|
|
Commercial
|
|
|
248
|
|
|
|
251
|
|
Consumer and other loans:
|
|
|
|
|
|
|
|
|
Second mortgage
|
|
|
73
|
|
|
|
148
|
|
|
|
|
|
|
|
|
|
|
Total nonaccrual loans
|
|
$
|
4,561
|
|
|
$
|
5,895
|
|
|
|
|
|
|
|
|
|
|
The following table provides information about delinquencies in the Banks loan portfolio at December 31 and
March 31, 2013.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30-59
|
|
|
60-89
|
|
|
90 Days
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
Days
|
|
|
Days
|
|
|
Or More
|
|
|
Total
|
|
|
|
|
|
Gross
|
|
December 31, 2013
|
|
Past Due
|
|
|
Past Due
|
|
|
Past Due
|
|
|
Past Due
|
|
|
Current
|
|
|
Loans
|
|
|
|
(In Thousands)
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
2,846
|
|
|
$
|
393
|
|
|
$
|
2,647
|
|
|
$
|
5,886
|
|
|
$
|
512,529
|
|
|
$
|
518,415
|
|
Multi-family
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,943
|
|
|
|
21,943
|
|
Commercial
|
|
|
|
|
|
|
|
|
|
|
248
|
|
|
|
248
|
|
|
|
25,186
|
|
|
|
25,434
|
|
Construction
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
654
|
|
|
|
654
|
|
Consumer and other loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second mortgage and equity lines of credit
|
|
|
18
|
|
|
|
8
|
|
|
|
73
|
|
|
|
99
|
|
|
|
11,337
|
|
|
|
11,436
|
|
Passbook or certificate and other loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
904
|
|
|
|
904
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
2,864
|
|
|
$
|
401
|
|
|
$
|
2,968
|
|
|
$
|
6,233
|
|
|
$
|
572,553
|
|
|
$
|
578,786
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30-59
|
|
|
60-89
|
|
|
90 Days
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
Days
|
|
|
Days
|
|
|
Or More
|
|
|
Total
|
|
|
|
|
|
Gross
|
|
March 31, 2013
|
|
Past Due
|
|
|
Past Due
|
|
|
Past Due
|
|
|
Past Due
|
|
|
Current
|
|
|
Loans
|
|
|
|
(In Thousands)
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
2,076
|
|
|
$
|
300
|
|
|
$
|
3,693
|
|
|
$
|
6,069
|
|
|
$
|
413,171
|
|
|
$
|
419,240
|
|
Multi-family
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14,990
|
|
|
|
14,990
|
|
Commercial
|
|
|
|
|
|
|
251
|
|
|
|
|
|
|
|
251
|
|
|
|
13,420
|
|
|
|
13,671
|
|
Construction
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
937
|
|
|
|
937
|
|
Consumer and other loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second mortgage and equity lines of credit
|
|
|
9
|
|
|
|
4
|
|
|
|
39
|
|
|
|
52
|
|
|
|
8,853
|
|
|
|
8,905
|
|
Passbook or certificate and other loans
|
|
|
|
|
|
|
96
|
|
|
|
|
|
|
|
96
|
|
|
|
797
|
|
|
|
893
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
2,085
|
|
|
$
|
651
|
|
|
$
|
3,732
|
|
|
$
|
6,468
|
|
|
$
|
452,168
|
|
|
$
|
458,636
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 18 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
There were no loans that are past due greater than 90 days that were accruing as of December 31 and
March 31, 2013.
A loan is defined as impaired when, based on current information and events, it is probable that a creditor will be unable to collect
all amounts due under the contractual terms of the loan agreement. The Company considers one-to four-family mortgage loans and consumer installment loans to be homogeneous and, therefore, does not separately evaluate them for impairment, unless they
are considered troubled debt restructurings. All other loans are evaluated for impairment on an individual basis.
Impaired loans, none of which had a
related allowance at or for the three and nine months ended December 31, 2013 and 2012, and at or for the year ended March 31, 2013, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unpaid
|
|
|
|
|
|
Average
|
|
|
Interest
|
|
At or For The Three Months Ended
|
|
Recorded
|
|
|
Principal
|
|
|
Related
|
|
|
Recorded
|
|
|
Income
|
|
December 31, 2013
|
|
Investment
|
|
|
Balance
|
|
|
Allowance
|
|
|
Investment
|
|
|
Recognized
|
|
|
|
(In Thousands)
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
316
|
|
|
$
|
488
|
|
|
$
|
|
|
|
$
|
316
|
|
|
$
|
4
|
|
Multi-family
|
|
|
209
|
|
|
|
237
|
|
|
|
|
|
|
|
105
|
|
|
|
4
|
|
Commercial
|
|
|
248
|
|
|
|
248
|
|
|
|
|
|
|
|
248
|
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans
|
|
$
|
773
|
|
|
$
|
973
|
|
|
$
|
|
|
|
$
|
669
|
|
|
$
|
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unpaid
|
|
|
|
|
|
Average
|
|
|
Interest
|
|
At or For The Three Months Ended
|
|
Recorded
|
|
|
Principal
|
|
|
Related
|
|
|
Recorded
|
|
|
Income
|
|
December 31, 2012
|
|
Investment
|
|
|
Balance
|
|
|
Allowance
|
|
|
Investment
|
|
|
Recognized
|
|
|
|
(In Thousands)
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
529
|
|
|
$
|
720
|
|
|
$
|
|
|
|
$
|
529
|
|
|
$
|
|
|
Commercial
|
|
|
252
|
|
|
|
252
|
|
|
|
|
|
|
|
254
|
|
|
|
5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans
|
|
$
|
781
|
|
|
$
|
972
|
|
|
$
|
|
|
|
$
|
783
|
|
|
$
|
5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- 19 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unpaid
|
|
|
|
|
|
Average
|
|
|
Interest
|
|
At or For The Nine Months Ended
|
|
Recorded
|
|
|
Principal
|
|
|
Related
|
|
|
Recorded
|
|
|
Income
|
|
December 31, 2013
|
|
Investment
|
|
|
Balance
|
|
|
Allowance
|
|
|
Investment
|
|
|
Recognized
|
|
|
|
(In Thousands)
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
316
|
|
|
$
|
488
|
|
|
$
|
|
|
|
$
|
380
|
|
|
$
|
13
|
|
Multi-family
|
|
|
209
|
|
|
|
237
|
|
|
|
|
|
|
|
42
|
|
|
|
4
|
|
Commercial
|
|
|
248
|
|
|
|
248
|
|
|
|
|
|
|
|
249
|
|
|
|
10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans
|
|
$
|
773
|
|
|
$
|
973
|
|
|
$
|
|
|
|
$
|
671
|
|
|
$
|
27
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unpaid
|
|
|
|
|
|
Average
|
|
|
Interest
|
|
At or For The Nine Months Ended
|
|
Recorded
|
|
|
Principal
|
|
|
Related
|
|
|
Recorded
|
|
|
Income
|
|
December 31, 2012
|
|
Investment
|
|
|
Balance
|
|
|
Allowance
|
|
|
Investment
|
|
|
Recognized
|
|
|
|
(In Thousands)
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
529
|
|
|
$
|
720
|
|
|
$
|
|
|
|
$
|
612
|
|
|
$
|
11
|
|
Commercial
|
|
|
252
|
|
|
|
252
|
|
|
|
|
|
|
|
254
|
|
|
|
10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans
|
|
$
|
781
|
|
|
$
|
972
|
|
|
$
|
|
|
|
$
|
866
|
|
|
$
|
21
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unpaid
|
|
|
|
|
|
Average
|
|
|
Interest
|
|
At or For The Year Ended
|
|
Recorded
|
|
|
Principal
|
|
|
Related
|
|
|
Recorded
|
|
|
Income
|
|
March 31, 2013
|
|
Investment
|
|
|
Balance
|
|
|
Allowance
|
|
|
Investment
|
|
|
Recognized
|
|
|
|
(In Thousands)
|
|
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One-to four-family
|
|
$
|
528
|
|
|
$
|
718
|
|
|
$
|
|
|
|
$
|
593
|
|
|
$
|
19
|
|
Commercial
|
|
|
251
|
|
|
|
251
|
|
|
|
|
|
|
|
253
|
|
|
|
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total impaired loans
|
|
$
|
779
|
|
|
$
|
969
|
|
|
$
|
|
|
|
$
|
846
|
|
|
$
|
31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The recorded investment in loans modified in a troubled debt restructuring totaled $525,000 and $528,000, respectively, at
December 31 and March 31, 2013, of which $8,000 and $217,000, respectively, were 90 days or more past due. The remaining loans modified were current at the time of the restructuring and have complied with the terms of their restructure
agreements at December 31 and March 31, 2013. Loans that were modified in a troubled debt restructuring represent concessions made to borrowers experiencing financial difficulties. The Company works with these borrowers to modify existing
loan terms usually by extending maturities or reducing interest rates. The Company records an impairment loss, if any, based on the present value of expected future cash flows discounted at the original loans effective interest rate.
Subsequently, these loans are individually evaluated for impairment. As a result of our initial impairment evaluation for one multi-family loan, we charged-off $28,000 during the three and nine months ended
- 20 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LOANS RECEIVABLE AND ALLOWANCE FOR LOAN LOSSES (CONTD)
December 31, 2013. The following table presents trouble debt restructurings by class during the period
indicated.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pre-restructuring
|
|
|
Post-
restructuring
|
|
|
|
|
|
|
Outstanding
|
|
|
Outstanding
|
|
At or For The Three Months Ended
|
|
Number of
|
|
|
Recorded
|
|
|
Recorded
|
|
December 31, 2013
|
|
Loans
|
|
|
Investment
|
|
|
Investment
|
|
Multi-Family Real Estate
|
|
|
1
|
|
|
$
|
237
|
|
|
$
|
209
|
|
|
|
|
|
|
|
|
|
|
Pre-restructuring
|
|
|
Post-
restructuring
|
|
|
|
|
|
|
Outstanding
|
|
|
Outstanding
|
|
At or For The Nine Months Ended
|
|
Number of
|
|
|
Recorded
|
|
|
Recorded
|
|
December 31, 2013
|
|
Loans
|
|
|
Investment
|
|
|
Investment
|
|
Multi-Family Real Estate
|
|
|
1
|
|
|
$
|
237
|
|
|
$
|
209
|
|
There were no new troubled debt restructurings for the three and nine months ended December 31, 2012. There were no new
troubled debt restructuring defaults that occurred within twelve months of restructuring during the three and nine months ended December 31, 2013 and 2012.
7. FAIR VALUE
The accounting guidance on fair value measurement establishes a hierarchy that prioritizes the inputs to valuation techniques used to
measure fair value. The hierarchy describes three levels of inputs that may be used to measure fair value:
Level 1: Quoted prices in
active markets for identical assets or liabilities.
Level 2: Observable inputs other than Level 1 prices, such as quoted prices for
similar assets or liabilities; quoted prices in markets that are not active; or inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or
liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value
requires significant management judgment or estimation.
In addition, the guidance requires the Company to disclose the fair value for certain assets and
liabilities on both a recurring and non-recurring basis.
An assets or liabilitys level within the fair value hierarchy is based on the lowest
level of input that is significant to the fair value measurement.
- 21 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
7. FAIR VALUE (CONTD)
For assets measured at fair value on a recurring basis, the fair value measurements by level within the fair
value hierarchy used at December 31 and March 31, 2013 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description
|
|
Carrying
Value
|
|
|
(Level 1)
Quoted Prices
in Active
Markets for
Identical
Assets
|
|
|
(Level 2)
Significant
Other
Observable
Inputs
|
|
|
(Level 3)
Significant
Unobservable
Inputs
|
|
|
|
(In Thousands)
|
|
December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Securities available for sale:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal National Mortgage Association
|
|
$
|
3,764
|
|
|
$
|
|
|
|
$
|
3,764
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total securities available for sale
|
|
$
|
3,764
|
|
|
$
|
|
|
|
$
|
3,764
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2013:
|
|
|
|
|
Securities available for sale:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage-backed securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal Home Loan Mortgage Corporation
|
|
$
|
5,225
|
|
|
$
|
|
|
|
$
|
5,225
|
|
|
$
|
|
|
Federal National Mortgage Association
|
|
|
5,170
|
|
|
|
|
|
|
|
5,170
|
|
|
|
|
|
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Government-sponsored enterprises
|
|
|
5,004
|
|
|
|
|
|
|
|
5,004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total securities available for sale
|
|
$
|
15,399
|
|
|
$
|
|
|
|
$
|
15,399
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
There were no assets measured at fair value on a non-recurring basis at December 31, 2013 or March 31, 2013. There
were no liabilities measured at fair value on a recurring or non-recurring basis at December 31 or March 31, 2013.
The following information
should not be interpreted as an estimate of the fair value of the Company since a fair value calculation is only provided for a limited portion of the Companys assets and liabilities. Due to a wide range of valuation techniques and the degree
of subjectivity used in making the estimates, comparisons between the Companys disclosures and those of other companies may not be meaningful.
The
following methods and assumptions were used to estimate the fair values of certain of the Companys assets and liabilities at December 31 and March 31, 2013.
Cash and Cash Equivalents, Interest Receivable and Interest Payable (Carried at Cost)
The carrying amounts reported in the consolidated statements of financial condition for cash and cash equivalents, interest receivable and interest payable
approximate their fair values.
Securities
The fair
value of all securities, whether classified as available for sale (carried at fair value) or held to maturity (carried at amortized cost), is determined by reference to quoted market prices, where available. If quoted market prices are not
available, fair values are based on quoted market prices of comparable instruments. Securities are measured on a recurring basis. The fair values of these securities are obtained from quotes received from an independent broker. The Companys
broker provides it with prices which are categorized as Level 2 since quoted prices in active markets for identical assets are generally not available. As the Company is responsible for the determination of fair value, it performs monthly analyses
on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, the Company compares the prices received from the pricing service to a secondary pricing source. The
- 22 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
7. FAIR VALUE (CONTD)
Companys internal price verification procedures and review of fair value methodology documentation
provided by independent pricing services has not historically resulted in adjustment in the prices obtained from the pricing service.
Loans Receivable
(Carried at Cost)
Fair value is estimated by discounting the future cash flows, using the current rates at which similar loans would be made to
borrowers with similar credit ratings and for the same remaining maturities, of such loans.
Impaired Loans (Carried based on Discounted Cash Flows)
Impaired loans are those accounted for under ASC Topic 310 Accounting by Creditors for Impairment of a Loan in which the Company has
measured impairment generally based on either the fair value of the loans collateral or discounted cash flows. These assets are included as Level 3 assets.
Real Estate Owned
Real estate owned, acquired through
foreclosure or deed-in-lieu of foreclosure, is initially recorded at fair value less estimated cost to sell and subsequently carried at the lower of such initially recorded amount or current fair value less estimated selling costs. Fair value is
estimated through current appraisals by licensed appraisers and as such, foreclosed real estate properties are classified as Level 3.
Federal Home
Loan Bank of New York Stock (Carried at Cost)
Fair value approximates cost basis as these instruments are redeemable only with the issuing agency at
face value.
Deposits (Carried at Cost)
The fair
value of non-interest-bearing demand, Crystal Checking, NOW, Super NOW, Money Market and Savings and Club accounts is the amount payable on demand at the reporting date. For fixed-maturity certificates of deposit, fair value is estimated by
discounting future cash flows using the rates currently offered for deposits of similar remaining maturities.
Advances from Federal Home Loan Bank of
New York (Carried at Cost)
The fair value is estimated by discounting future cash flows using rates currently offered for liabilities of similar
remaining maturities, or when available, quoted market prices.
Commitments to Extend Credit
The fair value of commitments to extend credit is estimated using the fees currently charged to enter into similar agreements, taking into account the
remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates.
As of December 31 and March 31, 2013, the fair value of the commitments to extend credit were not considered to be material.
- 23 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
7. FAIR VALUE (CONTD)
The carrying amounts and fair values of financial instruments are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
|
|
|
|
|
|
|
|
|
|
Quoted Prices
|
|
|
Significant
|
|
|
(Level 3)
|
|
|
|
|
|
|
|
|
|
in Active
|
|
|
Other
|
|
|
Significant
|
|
|
|
Carrying
|
|
|
Estimated
|
|
|
Markets for
|
|
|
Observable
|
|
|
Unobservable
|
|
December 31, 2013
|
|
Value
|
|
|
Fair Value
|
|
|
Identical Assets
|
|
|
Inputs
|
|
|
Inputs
|
|
|
|
(In Thousands)
|
|
Financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
11,901
|
|
|
$
|
11,901
|
|
|
$
|
11,901
|
|
|
$
|
|
|
|
$
|
|
|
Securities available for sale
|
|
|
3,764
|
|
|
|
3,764
|
|
|
|
|
|
|
|
3,764
|
|
|
|
|
|
Securities held to maturity
|
|
|
446,439
|
|
|
|
445,024
|
|
|
|
|
|
|
|
445,024
|
|
|
|
|
|
Net loans receivable
|
|
|
577,388
|
|
|
|
580,374
|
|
|
|
|
|
|
|
|
|
|
|
580,374
|
|
Federal Home Loan Bank of New York stock
|
|
|
6,989
|
|
|
|
6,989
|
|
|
|
|
|
|
|
6,989
|
|
|
|
|
|
Interest receivable
|
|
|
3,235
|
|
|
|
3,235
|
|
|
|
|
|
|
|
3,235
|
|
|
|
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits
|
|
|
774,529
|
|
|
|
778,859
|
|
|
|
|
|
|
|
778,859
|
|
|
|
|
|
FHLB advances
|
|
|
122,500
|
|
|
|
126,999
|
|
|
|
|
|
|
|
126,999
|
|
|
|
|
|
Interest payable
|
|
|
260
|
|
|
|
260
|
|
|
|
|
|
|
|
260
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Level 1)
|
|
|
(Level 2)
|
|
|
|
|
|
|
|
|
|
|
|
|
Quoted Prices
|
|
|
Significant
|
|
|
(Level 3)
|
|
|
|
|
|
|
|
|
|
in Active
|
|
|
Other
|
|
|
Significant
|
|
|
|
Carrying
|
|
|
Estimated
|
|
|
Markets for
|
|
|
Observable
|
|
|
Unobservable
|
|
March 31, 2013
|
|
Value
|
|
|
Fair Value
|
|
|
Identical Assets
|
|
|
Inputs
|
|
|
Inputs
|
|
|
|
(In Thousands)
|
|
Financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
25,896
|
|
|
$
|
25,896
|
|
|
$
|
25,896
|
|
|
$
|
|
|
|
$
|
|
|
Securities available for sale
|
|
|
15,399
|
|
|
|
15,399
|
|
|
|
|
|
|
|
15,399
|
|
|
|
|
|
Securities held to maturity
|
|
|
462,728
|
|
|
|
479,339
|
|
|
|
|
|
|
|
479,339
|
|
|
|
|
|
Net loans receivable
|
|
|
456,812
|
|
|
|
485,249
|
|
|
|
|
|
|
|
|
|
|
|
485,249
|
|
Federal Home Loan Bank of New York stock
|
|
|
3,897
|
|
|
|
3,897
|
|
|
|
|
|
|
|
3,897
|
|
|
|
|
|
Interest receivable
|
|
|
3,177
|
|
|
|
3,177
|
|
|
|
|
|
|
|
3,177
|
|
|
|
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits
|
|
|
763,692
|
|
|
|
770,479
|
|
|
|
|
|
|
|
770,479
|
|
|
|
|
|
FHLB advances
|
|
|
52,500
|
|
|
|
59,786
|
|
|
|
|
|
|
|
59,786
|
|
|
|
|
|
Interest payable
|
|
|
175
|
|
|
|
175
|
|
|
|
|
|
|
|
175
|
|
|
|
|
|
- 24 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
8. CONVERSION AND REORGANIZATION
On November 20, 2013, the boards of directors of the Company, the Bank and Clifton MHC adopted an Amended and Restated Plan of
Conversion and Reorganization (the Plan of Conversion), which amended and restated in its entirety the plan of conversion approved by the boards of directors of the Company, the Bank and Clifton MHC on November 8, 2010, pursuant to
which the Bank will reorganize from the two-tier mutual holding company structure to the stock holding company structure. Pursuant to the Plan of Conversion: (1) Clifton MHC will merge with and into the Company, with the Company being the
surviving entity (the MHC Merger); (2) the Company will merge with and into a newly formed Maryland corporation named Clifton Bancorp Inc. (the Holding Company); (3) the Bank will become a wholly-owned subsidiary of
the Holding Company; (4) the shares of common stock of the Company held by persons other than Clifton MHC (whose shares will be canceled) will be converted into shares of common stock of the Holding Company pursuant to an exchange ratio
designed to preserve the percentage ownership interests of such persons; and (5) the Holding Company will offer and sell shares of its common stock to certain depositors and borrowers of the Bank and others in the manner and subject to the
priorities set forth in the Plan of Conversion.
In connection with the Plan of Conversion, shares of the Companys common stock currently owned by
Clifton MHC will be canceled and new shares of common stock, representing the approximate 64.0% ownership interest of Clifton MHC, will be offered for sale by the Holding Company. Concurrent with the completion of the conversion and offering, the
Companys existing public shareholders will receive shares of the Holding Companys common stock for each share of the Companys common stock they own at that date, based on an exchange ratio to ensure that they will own approximately
the same percentage of the Holding Companys common stock as they owned of the Companys common stock immediately before the conversion and offering.
At the time of conversion, liquidation accounts will be established in an amount equal to the percentage of the outstanding shares of the Company owned by
Clifton MHC before the MHC Merger, multiplied by the Companys total stockholders equity as reflected in the latest statement of financial condition contained in the final offering prospectus for the conversion, plus the value of the net
assets of Clifton MHC as reflected in the latest statement of financial condition of Clifton MHC before the effective date of the conversion. The liquidation account will be maintained for the benefit of eligible account holders and supplemental
eligible account holders (collectively, eligible depositors) who continue to maintain their deposit accounts in the Bank after the conversion. In the event of a complete liquidation of the Bank or the Bank and the Holding Company (and
only in such event), eligible depositors who continue to maintain accounts shall be entitled to receive a distribution from the liquidation account before any liquidation may be made with respect to common stock. Neither the Holding Company nor the
Bank may declare or pay a cash dividend if the effect thereof would cause its equity to be reduced below either the amount required for the liquidation account or the regulatory capital requirements applicable to the Bank or the Holding Company.
The transactions contemplated by the Plan of Conversion are subject to approval by the shareholders of the Company, the members of Clifton MHC and the
Board of Governors of the Federal Reserve System. Meetings of the Companys shareholders and Clifton MHCs members are expected to be held to approve the Plan of Conversion in the first calendar quarter of 2014. If the conversion and
offering are completed, eligible conversion and offering costs will be netted against the offering proceeds. If the conversion and offering are terminated, such costs will be expensed.
- 25 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
ITEM 2:
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward-Looking Statements
This Form 10-Q may include,
and from time to time the Company may disclose, certain forward-looking statements based on current management expectations. The Companys actual results could differ materially from those management expectations. Factors that could cause
future results to vary from current management expectations include, but are not limited to, general economic conditions, legislative and regulatory changes, monetary and fiscal policies of the federal government, changes in tax policies, rates and
regulations of federal, state and local tax authorities, changes in interest rates, deposit flows, the cost of funds, demand for loan products, demand for financial services, competition, changes in the quality or composition of loan and investment
portfolios, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental and technological factors affecting the Companys operations, markets, products, services and prices. (See Part
IIItem 1A: Risk Factors.) Additional factors are discussed in the Companys Annual Report on Form 10-K for the year ended March 31, 2013 under Part IItem 1A. Risk Factors. These risks and
uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Forward-looking statements speak only as of the date they are made and the Company does not undertake to update
forward-looking statements to reflect circumstances or events that occur after the date of the forward-looking statements or to reflect the occurrence of unanticipated events. Accordingly, past results and trends should not be used by investors to
anticipate future results or trends.
Overview of Financial Condition and Results of Operations
The Companys results of operations depend primarily on its net interest income, which is significantly influenced by the prevailing interest rate
environment. Net interest income is the difference between the interest income earned on interest-earning assets and the interest paid on interest-bearing liabilities. It is a function of the average balances of loans and securities versus deposits
and borrowed funds outstanding in any one period and the yields earned on those loans and securities and the cost of those deposits and borrowed funds.
Interest-earning assets consist primarily of investment and mortgage-backed securities and net loans, which comprised 41.0% and 52.5%, respectively, of total
assets at December 31, 2013, as compared to 47.1% and 45.0%, respectively, of total assets at March 31, 2013. Cash and cash equivalents decreased to 1.1% of total assets at December 31, 2013, as compared to 2.5% at March 31,
2013. The Companys mortgage-backed securities portfolio at December 31, 2013 consists solely of U.S. government-sponsored or guaranteed enterprises and the investment portfolio consists of approximately 64% U.S. government-sponsored or
guaranteed enterprises and 36% corporate bonds.
Interest-bearing liabilities consist of deposits and borrowings from the Federal Home Loan Bank of New
York (the FHLB). Interest bearing deposits increased $6.7 million, or 0.9%, and non-interest bearing deposits increased $4.1 million, or 30.8%, between March 31, 2013 and December 31, 2013 and borrowed funds increased $70.0
million, or 133.3%, during the period. The balance in borrowed funds was $122.5 million at December 31, 2013 as compared to $52.5 million at March 31, 2013. During the nine months ended December 31, 2013, we added $15.0 million in
short-term borrowings with a rate of 0.48% and $55.0 million in long-term borrowings with a rate of 0.67% and no borrowings were repaid. Borrowings were needed to fund increased loan origination and purchase volumes.
Net interest income increased $292,000, or 5.0%, during the three months ended December 31, 2013, when compared with the same 2012 period. This increase
in net interest income was due to a decrease in total interest expense of $309,000, partially offset by a $17,000 decrease in total interest income. Average interest-earning assets increased $72.4 million, or 7.5%, during the three months ended
December 31, 2013, while average interest-bearing liabilities increased $60.2 million, or 7.3%, when compared with the same 2012 period. The $12.1 million increase in average net interest-earning assets was mainly attributable to increases of
$116.6 million in loans, $11.0 million in investment securities, $60.0 million in borrowings and $211,000 in interest-bearing deposits, along with decreases $43.4 million in mortgage-backed securities and $11.8 million in other interest earning
assets.
- 26 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview of Financial Condition and Results of Operations (Contd)
The net interest rate spread decreased to 2.19% from 2.21% during the three months ended
December 31, 2013 and 2012. This was due to a decrease of 25 basis points in the yield on interest-earning assets which was partially offset by a decrease of 23 basis points in the cost of interest-bearing liabilities. Results of operations
also depend, to a lesser extent, on non-interest income generated, any provision for loan losses recorded, and non-interest expenses incurred. During the three months ended December 31, 2013, non-interest income increased $33,000, or 11.9%, as
compared to the comparable period in 2012. Provision for loan losses decreased $322,000, or 71.6%, for the three months ended December 31, 2013, and non-interest expense increased $187,000, or 5.5%, between periods.
Changes in Financial Condition
The Companys assets
totaled $1.10 billion at December 31, 2013, which represents an increase of $83.0 million, or 8.2%, as compared with $1.02 billion at March 31, 2013.
Cash and cash equivalents decreased $14.0 million, or 54.0%, to $11.9 million at December 31, 2013 as compared to $25.9 million at March 31, 2013 as
funds were redeployed into higher yielding assets.
Securities available for sale decreased $11.6 million, or 75.6%, to $3.8 million at December 31,
2013 from $15.4 million at March 31, 2013. The decrease during the nine months ended December 31, 2013 resulted primarily from a call of $5.0 million, principal repayments totaling $1.7 million, proceeds from sales totaling $4.7 million
and a decrease of $540,000 in the unrealized gain on the portfolio.
Securities held to maturity decreased $16.3 million, or 3.5%, to $446.4 million at
December 31, 2013 from $462.7 million at March 31, 2013. The decrease during the nine months ended December 31, 2013 resulted primarily from maturities, calls and principal repayments totaling $67.2 million, and proceeds from the sale
of securities totaling $5.6 million, partially offset by purchases of securities totaling $59.4 million. Certain mortgage-backed securities which had principal balances remaining of less than 15% of the principal balance purchased were sold during
the 2013 period.
Net loans increased $120.6 million, or 26.4%, to $577.4 million at December 31, 2013 when compared with $456.8 million at
March 31, 2013. The increase during the nine months ended December 31, 2013 resulted primarily from origination and purchases of loans being significantly higher than repayment levels. The largest increase in the loan portfolio was in one-
to four-family real estate loans, which increased $99.2 million, or 23.7%. During 2013, the Bank focused on increasing its one-to four-family residential loan originations. In addition, the Bank continues to supplement its internal origination
volume with purchases of loans from various sources. In late 2012, the Bank established a commercial loan department to expand its multi-family and commercial lending activities. Commercial and multi-family loans increased $18.7 million, or 65.3%,
during the nine months ended December 31, 2013.
Total liabilities increased $78.8 million, or 9.5%, to $907.6 million at December 31, 2013 from
$828.8 million at March 31, 2013. Deposits at December 31, 2013 increased $10.8 million, or 1.4%, to $774.5 million when compared with $763.7 million at March 31, 2013 mainly due to the promotional rates offered at the Banks two
newest branches. Borrowed funds increased $70.0 million, or 133.3%, to $122.5 million at December 31, 2013, as compared with $52.5 million at March 31, 2013. At December 31, 2013, the remaining borrowings of $122.5 million had a
weighted average interest rate of 1.88%. Borrowings were used to fund the Banks increased lending efforts during the nine months period.
- 27 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Changes in Financial Condition (Contd)
Stockholders equity totaled $191.5 million and $187.3 million at December 31,
2013 and March 31, 2013, respectively. The increase of $4.1 million, or 2.2%, for the nine months ended December 31, 2013, resulted primarily from net income of $4.9 million, employee stock ownership shares committed to be released of
$678,000, and $3.4 million for the exercise of stock options and related tax benefits, partially offset by aggregate cash dividends paid of $4.6 million.
Comparison of Operating Results for the Three Months Ended December 31, 2013 and 2012
Average Balances and Yields.
The following table presents information regarding average balances of assets and liabilities, as well as the total dollar
amounts of interest income and dividends from average interest-earning assets and interest expense on average interest-bearing liabilities and the resulting average yields and costs. The yields and costs for the periods indicated are derived by
dividing income or expense by the average balances of assets or liabilities, respectively, for the periods presented. For purposes of this table, average balances have been calculated using the average of month-end balances, and nonaccrual loans are
included in average balances; however, accrued interest income has been excluded from these loans. Loan fees (costs) are included in interest income on loans and are insignificant. Yields are not presented on a tax-equivalent basis. Any adjustments
necessary to present yields on a tax equivalent basis are insignificant.
- 28 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Operating Results for the Three Months Ended December 31, 2013 and 2012 (Contd.)
Net income increased $241,000, or 15.9%, to $1.76 million for the three months
ended December 31, 2013 compared with $1.51 million for the same 2012 period. The increase in net income during the 2013 period resulted primarily from increases of $292,000, or 5.0%, in net interest income, coupled with a decrease of $322,000,
or 71.6%, in provision for loan loss, partially offset by an increase of $187,000, or 5.5%, in non-interest expenses.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
|
|
2013
|
|
|
2012
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
Average
|
|
|
and
|
|
|
Yield/
|
|
|
Average
|
|
|
and
|
|
|
Yield/
|
|
|
|
Balance
|
|
|
Dividends
|
|
|
Cost
|
|
|
Balance
|
|
|
Dividends
|
|
|
Cost
|
|
|
|
(Dollars in thousands)
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans receivable
|
|
$
|
569,387
|
|
|
$
|
5,471
|
|
|
|
3.84
|
%
|
|
$
|
452,837
|
|
|
$
|
4,837
|
|
|
|
4.27
|
%
|
Mortgage-backed securities
|
|
|
314,301
|
|
|
|
2,492
|
|
|
|
3.17
|
%
|
|
|
357,714
|
|
|
|
3,111
|
|
|
|
3.48
|
%
|
Investment securities
|
|
|
139,956
|
|
|
|
569
|
|
|
|
1.63
|
%
|
|
|
128,906
|
|
|
|
599
|
|
|
|
1.86
|
%
|
Other interest-earning assets
|
|
|
11,142
|
|
|
|
51
|
|
|
|
1.83
|
%
|
|
|
22,956
|
|
|
|
53
|
|
|
|
0.92
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-earning assets
|
|
|
1,034,786
|
|
|
|
8,583
|
|
|
|
3.32
|
%
|
|
|
962,413
|
|
|
|
8,600
|
|
|
|
3.57
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-earning assets
|
|
|
61,952
|
|
|
|
|
|
|
|
|
|
|
|
66,589
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
1,096,738
|
|
|
|
|
|
|
|
|
|
|
$
|
1,029,002
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and stockholders equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand accounts
|
|
|
57,625
|
|
|
|
19
|
|
|
|
0.13
|
%
|
|
|
57,942
|
|
|
|
24
|
|
|
|
0.17
|
%
|
Savings and Club accounts
|
|
|
160,750
|
|
|
|
135
|
|
|
|
0.34
|
%
|
|
|
123,326
|
|
|
|
76
|
|
|
|
0.25
|
%
|
Certificates of deposit
|
|
|
547,575
|
|
|
|
1,755
|
|
|
|
1.28
|
%
|
|
|
584,471
|
|
|
|
2,164
|
|
|
|
1.48
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing deposits
|
|
|
765,950
|
|
|
|
1,909
|
|
|
|
1.00
|
%
|
|
|
765,739
|
|
|
|
2,264
|
|
|
|
1.18
|
%
|
FHLB advances
|
|
|
115,000
|
|
|
|
582
|
|
|
|
2.02
|
%
|
|
|
54,983
|
|
|
|
536
|
|
|
|
3.90
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities
|
|
|
880,950
|
|
|
|
2,491
|
|
|
|
1.13
|
%
|
|
|
820,722
|
|
|
|
2,800
|
|
|
|
1.36
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing deposits
|
|
|
16,527
|
|
|
|
|
|
|
|
|
|
|
|
11,120
|
|
|
|
|
|
|
|
|
|
Other noninterest-bearing liabilities
|
|
|
9,904
|
|
|
|
|
|
|
|
|
|
|
|
10,534
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total noninterest-bearing liabilities
|
|
|
26,431
|
|
|
|
|
|
|
|
|
|
|
|
21,654
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
907,381
|
|
|
|
|
|
|
|
|
|
|
|
842,376
|
|
|
|
|
|
|
|
|
|
Stockholders equity
|
|
|
189,357
|
|
|
|
|
|
|
|
|
|
|
|
186,626
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity
|
|
$
|
1,096,738
|
|
|
|
|
|
|
|
|
|
|
$
|
1,029,002
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
|
|
|
|
|
|
$
|
6,092
|
|
|
|
|
|
|
|
|
|
|
$
|
5,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate spread
|
|
|
|
|
|
|
|
|
|
|
2.19
|
%
|
|
|
|
|
|
|
|
|
|
|
2.21
|
%
|
Net interest margin
|
|
|
|
|
|
|
|
|
|
|
2.35
|
%
|
|
|
|
|
|
|
|
|
|
|
2.41
|
%
|
Average interest-earning assets to average interest-bearing liabilities
|
|
|
1.17
|
x
|
|
|
|
|
|
|
|
|
|
|
1.17
|
x
|
|
|
|
|
|
|
|
|
- 29 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Operating Results for the Three Months Ended December 31, 2013 and 2012 (Contd.)
Interest income on loans increased by $634,000, or 13.1%, to $5.47 million
during the three months ended December 31, 2013, when compared with $4.84 million for the same 2012 period. The increase during the 2013 period mainly resulted from an increase of $116.6 million, or 25.7%, in the average balance when compared
to the same period in 2012, partially offset by a decrease in the average yield earned on the loan portfolio of 43 basis points to 3.84% from 4.27%. Interest income on mortgage-backed securities decreased $619,000, or 19.9%, to $2.49 million during
the three months ended December 31, 2013, when compared with $3.11 million for the same 2012 period. The decrease during the 2013 period resulted from a decrease of 31 basis points in the average yield earned on mortgage-backed securities to
3.17% from 3.48%, coupled with a decrease of $43.4 million, or 12.1%, in the average balance of mortgage-backed securities outstanding. Interest earned on investment securities decreased by $30,000, or 5.0%, to $569,000 during the three months ended
December 31, 2013, when compared to $599,000 during the same 2012 period, due to a decrease of 23 basis points in average yield to 1.63% from 1.86%, partially offset by an increase in the average balance of $11.0 million, or 8.6%, in investment
securities. Interest earned on other interest-earning assets decreased by $2,000, or 3.8%, to $51,000 during the three months ended December 31, 2013, when compared to $53,000 during the same 2012 period primarily due to a decrease of $11.8
million, or 51.5%, in the average balance, partially offset by a 91 basis point increase in the average yield to 1.83% from 0.92%. The increase in the average balance of loans was due to an increase in purchase and origination volumes while
repayment levels declined as fewer borrowers sought to refinance loans. The average balance of mortgage-backed securities decreased as cash flows were partially redeployed to fund loan growth and, to a lesser extent, investment securities. The
decrease in the average yields earned for loans, mortgage-backed securities and investment securities was due to lower market interest rates for all these types of products. The average yield on other interest earning assets was higher due to a
higher balance in Federal Home Loan Bank stock in the 2013 period compared with the 2012 period.
Interest expense on deposits decreased $355,000, or
15.7%, to $1.91 million during the three months ended December 31, 2013, when compared to $2.26 million during the same 2012 period. The decrease was primarily attributable to a decrease of 18 basis points in the cost of interest-bearing
deposits to 1.00% from 1.18%, partially offset by an increase of $211,000, or 0.03%, in the average balance of interest-bearing deposits. The decrease in the average cost of deposits reflected lower market interest rates. Interest expense on
borrowed money increased $46,000, or 8.6%, to $582,000 during the three months ended December 31, 2013 when compared with $536,000 during the same 2012 period. The increase was primarily attributable to an increase of $60.0 million, or 109.2%,
in the average balance of borrowings, partially offset by a decrease of 188 basis points in the cost of borrowings to 2.02% from 3.90%. The $60.2 million increase in average interest-bearing liabilities was due to an increase of $60.0 million in
borrowings, coupled with an increase of $211,000 in interest-bearing deposits. The increase in borrowings was used to fund loan growth. Net interest income increased $292,000, or 5.0%, during the three months ended December 31, 2013, to $6.09
million when compared to $5.80 million for the same 2012 period. The net interest rate spread decreased 2 basis points to 2.19% in 2013 period from 2.21% in 2012 period.
The provision for loan losses decreased $322,000, or 71.6%, to $128,000, during the three months ended December 31, 2013, as compared to a provision
totaling $450,000 for the same period in 2012. The decrease in the provision for loan losses was mainly the result of a decrease of $242,000 in charge-offs during the three months ended December 31, 2013. In addition, nonaccrual loans decreased
$663,000, or 12.7%, from December 31, 2012 to December 31, 2013. The allowance for loan losses is based on managements evaluation of the risk inherent in the loan portfolio and gives due consideration to the changes in general market
conditions and in the nature and volume of loan activity. The Bank continually evaluates the need for a provision for loan losses based on its periodic review of the loan portfolio and general market conditions. At December 31, 2013 and 2012,
the Banks non-accrual loans totaled $4.6 million and $5.2 million, respectively, representing 0.79% and 1.16%, respectively, of total gross loans. At March 31, 2013, nonaccrual loans totaled $5.9 million, or 1.29% of total gross loans.
During the three months ended December 31, 2013, the Bank recorded a $28,000 charge off on a multi-family real estate loan. During the three months ended December 31, 2012, the Bank recorded a $270,000 charge off on two one-to four-family
loans. At December 31, 2013, non-accrual loans consisted of
- 30 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Operating Results for the Three Months Ended December 31, 2013 and 2012 (Contd.)
twenty-three loans secured by one- to four-family residential real estate, one loan secured by commercial real estate, and two second mortgage loans secured by one- to four-family residential
real estate, while at December 31, 2012, non-accrual loans consisted of twenty-six loans secured by one- to four-family residential real estate, one loan secured by commercial real estate, four second mortgage loans secured by one- to
four-family residential real estate, and one second mortgage loan secured by commercial real estate. Included in non-accrual loans at December 31, 2013 are seven loans totaling $1.6 million that are current or less than ninety days delinquent.
At December 31, 2012, there were ten loans totaling $1.2 million that were current or less than ninety days delinquent included in non-accrual loans. At March 31, 2013, there were thirteen loans totaling $2.2 million that were current or
less than ninety days delinquent included in non-accrual loans. All non-accrual loans included above are secured by properties located in the state of New Jersey. Impaired loans totaled $773,000, $779,000 and $781,000 at December 31,
2013, March 31, 2013 and December 31, 2012, respectively. The allowance for loan losses amounted to $3.05 million, $2.50 million, and $2.48 million, respectively, at December 31, 2013, March 31, 2013, and
December 31, 2012, representing 0.53%, 0.55%, and 0.55% of total gross loans at December 31, 2013, March 31, 2013 and December 31, 2012, respectively.
Non-interest income increased $33,000, or 11.9%, to $311,000 for the three months ended December 31, 2013 from $278,000 for the three months ended
December 31, 2012. The increase primarily resulted from an increase in income on bank owned life insurance.
Non-interest expenses increased
$187,000, or 5.5%, to $3.61 million for the three months ended December 31, 2013 as compared to $3.43 million for the three months ended December 31, 2012. The increase was primarily the result of an increase of $393,000, or 23.5%, in
salaries and employee benefits and $31,000, or 73.8% in legal expense, partially offset by decreases of $73,000, or 25.6%, in directors compensation and $162,000, or 29.5% in other expenses. The increase in salaries and employee benefits was
mainly due to an increase in costs associated with the hiring of two commercial loan officers in late 2012 and early 2013, along with normal annual salary and benefit expense increases. Legal expense increased as the result of matters related to the
hiring of a new chief executive officer. The decrease in directors compensation in the 2013 period was primarily the result of an expense recorded in October 2012 in connection with a benefit payout from the directors retirement plan as
a result of the death of a director. The decrease in other expense was mainly due to a $39,000 decrease in consultants fees, coupled with a $74,000 decrease in real estate owned net operating expense.
Income taxes totaled $907,000 and $688,000 during the three months ended December 31, 2013 and 2012, respectively. The increase of $219,000, or 31.8%,
during the 2013 period resulted from an increase in pre-tax income coupled with an increase in the overall effective income tax rate which was 34.1% in the 2013 period compared with 31.2% for the 2012 period.
- 31 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Operating Results for the Nine Months Ended December 31, 2013 and 2012
Average Balances and Yields.
The following table presents information regarding average balances of assets and liabilities, as well as the total dollar
amounts of interest income and dividends from average interest-earning assets and interest expense on average interest-bearing liabilities and the resulting average yields and costs. The yields and costs for the periods indicated are derived by
dividing income or expense by the average balances of assets or liabilities, respectively, for the periods presented. For purposes of this table, average balances have been calculated using the average of month-end balances, and nonaccrual loans are
included in average balances; however, accrued interest income has been excluded from these loans. Loan fees (costs) are included in interest income on loans and are insignificant. Yields are not presented on a tax-equivalent basis. Any adjustments
necessary to present yields on a tax equivalent basis are insignificant.
- 32 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Operating Results for the Nine Months Ended December 31, 2013 and 2012 (Contd.)
Net income decreased $174,000, or 3.4%, to $4.91 million for the nine months
ended December 31, 2013 compared with $5.08 million for the same 2012 period. The decrease in net income during the 2013 period primarily was the result of a decrease of $269,000, or 1.5% in net interest income, and an increase of $681,000, or
6.7%, in non-interest expenses, partially offset by a decrease of $78,000, or 10.5%, in provision for loan losses, and an increase of $670,000, or 79.3%, in non-interest income.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended December 31,
|
|
|
|
2013
|
|
|
2012
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
|
|
Interest
|
|
|
|
|
|
|
Average
|
|
|
and
|
|
|
Yield/
|
|
|
Average
|
|
|
and
|
|
|
Yield/
|
|
|
|
Balance
|
|
|
Dividends
|
|
|
Cost
|
|
|
Balance
|
|
|
Dividends
|
|
|
Cost
|
|
|
|
(Dollars in thousands)
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans receivable
|
|
$
|
520,633
|
|
|
$
|
15,433
|
|
|
|
3.95
|
%
|
|
$
|
448,065
|
|
|
$
|
14,715
|
|
|
|
4.38
|
%
|
Mortgage-backed securities
|
|
|
325,402
|
|
|
|
7,822
|
|
|
|
3.20
|
%
|
|
|
357,284
|
|
|
|
9,773
|
|
|
|
3.65
|
%
|
Investment securities
|
|
|
134,441
|
|
|
|
1,692
|
|
|
|
1.68
|
%
|
|
|
158,077
|
|
|
|
2,464
|
|
|
|
2.08
|
%
|
Other interest-earning assets
|
|
|
16,159
|
|
|
|
133
|
|
|
|
1.10
|
%
|
|
|
32,737
|
|
|
|
178
|
|
|
|
0.72
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-earning assets
|
|
|
996,635
|
|
|
|
25,080
|
|
|
|
3.36
|
%
|
|
|
996,163
|
|
|
|
27,130
|
|
|
|
3.63
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-earning assets
|
|
|
68,720
|
|
|
|
|
|
|
|
|
|
|
|
62,600
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
1,065,355
|
|
|
|
|
|
|
|
|
|
|
$
|
1,058,763
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and stockholders equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Demand accounts
|
|
|
57,798
|
|
|
|
61
|
|
|
|
0.14
|
%
|
|
|
57,433
|
|
|
|
89
|
|
|
|
0.21
|
%
|
Savings and Club accounts
|
|
|
151,375
|
|
|
|
339
|
|
|
|
0.30
|
%
|
|
|
123,411
|
|
|
|
261
|
|
|
|
0.28
|
%
|
Certificates of deposit
|
|
|
558,358
|
|
|
|
5,551
|
|
|
|
1.33
|
%
|
|
|
601,773
|
|
|
|
7,084
|
|
|
|
1.57
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing deposits
|
|
|
767,531
|
|
|
|
5,951
|
|
|
|
1.03
|
%
|
|
|
782,617
|
|
|
|
7,434
|
|
|
|
1.27
|
%
|
FHLB advances
|
|
|
82,500
|
|
|
|
1,568
|
|
|
|
2.53
|
%
|
|
|
63,866
|
|
|
|
1,866
|
|
|
|
3.90
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities
|
|
|
850,031
|
|
|
|
7,519
|
|
|
|
1.18
|
%
|
|
|
846,483
|
|
|
|
9,300
|
|
|
|
1.46
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest-bearing deposits
|
|
|
15,094
|
|
|
|
|
|
|
|
|
|
|
|
9,570
|
|
|
|
|
|
|
|
|
|
Other noninterest-bearing liabilities
|
|
|
11,812
|
|
|
|
|
|
|
|
|
|
|
|
16,015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total noninterest-bearing liabilities
|
|
|
26,906
|
|
|
|
|
|
|
|
|
|
|
|
25,585
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
876,937
|
|
|
|
|
|
|
|
|
|
|
|
872,068
|
|
|
|
|
|
|
|
|
|
Stockholders equity
|
|
|
188,418
|
|
|
|
|
|
|
|
|
|
|
|
186,695
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity
|
|
$
|
1,065,355
|
|
|
|
|
|
|
|
|
|
|
$
|
1,058,763
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income
|
|
|
|
|
|
$
|
17,561
|
|
|
|
|
|
|
|
|
|
|
$
|
17,830
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate spread
|
|
|
|
|
|
|
|
|
|
|
2.18
|
%
|
|
|
|
|
|
|
|
|
|
|
2.17
|
%
|
Net interest margin
|
|
|
|
|
|
|
|
|
|
|
2.35
|
%
|
|
|
|
|
|
|
|
|
|
|
2.39
|
%
|
Average interest-earning assets to average interest-bearing liabilities
|
|
|
1.17
|
x
|
|
|
|
|
|
|
|
|
|
|
1.18
|
x
|
|
|
|
|
|
|
|
|
- 33 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Operating Results for the Nine Months Ended December 31, 2013 and 2012 (Contd.)
Interest income on loans increased by $718,000, or 4.9%, to $15.4 million
during the nine months ended December 31, 2013, when compared with $14.7 million for the same 2012 period. The increase during the 2013 period resulted from an increase in the average balance of loans of $72.6 million, or 16.2%, when compared
to the same period in 2012, partially offset by a decrease in the average yield earned on the loan portfolio of 43 basis points, to 3.95% from 4.38%. The average balance of loans increased primarily as a result of the origination and purchased loan
volumes exceeding repayment levels. Interest income on mortgage-backed securities decreased $2.0 million, or 20.0%, to $7.8 million during the nine months ended December 31, 2013, when compared with $9.8 million for the same 2012 period. The
decrease during the 2013 period resulted from a decrease of 45 basis points in the average yield earned on mortgage-backed securities to 3.20% from 3.65%, coupled with a decrease of $31.9 million, or 8.9% in the average balance of mortgage-backed
securities outstanding. Interest earned on investment securities decreased by $722,000, or 31.3%, to $1.69 million during the nine months ended December 31, 2013, when compared to $2.46 million during the same 2012 period, due to a decrease of
$23.6 million, or 15.0%, in the average balance coupled with a 40 basis point decrease in the average yield to 1.68% from 2.08%. Interest earned on other interest-earning assets decreased by $45,000, or 25.3% to $133,000 during the nine months ended
December 31, 2013, when compared to $178,000 during the same 2012 period primarily due to a decrease of $16.6 million, or 50.6%, in the average balance, partially offset by an increase of 38 basis points in yield to 1.10% from 0.72%. The
average balances of mortgage-backed securities and investment securities and other interest-earning assets decreased primarily due to cash flows from calls, sales and maturities being partially redeployed into higher yielding loans. The decrease in
the average yields earned on most assets categories was due to lower market interest rates for these types of products.
Interest expense on deposits
decreased $1.5 million, or 20.0%, to $5.95 million during the nine months ended December 31, 2013, when compared to $7.43 million during the same 2012 period. The decrease was primarily attributable to a decrease of 24 basis points in the cost
of interest-bearing deposits to 1.03% from 1.27%, coupled with a decrease of $15.1 million, or 1.9%, in the average balance of interest-bearing deposits. The decrease in the average cost of deposits reflected lower market interest rates. Interest
expense on borrowed money decreased approximately $298,000, or 16.0%, to $1.57 million during the nine months ended December 31, 2013 when compared with $1.87 million during the same 2012 period. The decrease was primarily attributable to a
decrease of 137 basis points in the cost of borrowings to 2.53% from 3.90%, partially offset by an increase of $18.6 million, or 29.2%, in the average balance of borrowings. Net interest income decreased $269,000, or 1.5% during the nine months
ended December 31, 2013, to $17.56 million when compared to $17.83 million for the same 2012 period. The $3.5 million increase in average interest-bearing liabilities was primarily due to a decrease of $15.1 million in interest-bearing deposits
and an increase of $18.6 million in borrowings. The net interest rate spread increased 1 basis point due to a 28 basis points decrease in the average cost of interest-bearing liabilities, partially offset by a decrease of 27 basis points in the
average yield earned on interest-earning assets.
The provision for loan losses decreased $78,000, or 10.5%, to $664,000 during the nine months ended
December 31, 2013 as compared to $742,000 for the same period in 2012. The decrease in the provision for loan losses was mainly the result of decreases in net charge-offs from $352,000 during the nine months ended December 31, 2012 to
$114,000 during the nine months ended December 31, 2013. In addition the provision decreased in the 2013 period as nonaccrual loans decreased $663,000, or 12.7%, from December 31, 2012 to December 31, 2013. The allowance for loan
losses is based on managements evaluation of the risk inherent in the loan portfolio and gives due consideration to the changes in general market conditions and in the nature and volume of loan activity. See Comparison of Operating
Results for the Three Months Ended December 31, 2013 and 2012 for a discussion of non-performing and impaired loans as of December 31, 2013, March 31, 2013 and December 31, 2013.
Non-interest income increased $670,000, or 79.3%, to $1.5 million for the nine months ended December 31, 2013, from $845,000 for the comparable period in
2012, mainly due to the 2012 period including a $527,000 loss on debt extinguishment and a $99,000 write-down of land held for sale. Gain on sales of securities totaled $566,000 and $647,000, respectively, for the nine months ended December 31,
2013 and 2012. The gains on the sales of securities in the 2013
- 34 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Operating Results for the Nine Months Ended December 31, 2013 and 2012 (Contd.)
period resulted primarily from the sale of certain mortgage-backed securities
which had principal balances remaining of less than 15% of the principal balance purchased. In the 2012 period, FHLB advances totaling $16.2 million which had a weighted average rate of 3.67% were extinguished. This was funded by the sale of $8.2
million of mortgage-backed securities and by cash and resulted in the recording of a $527,000 loss. No such transactions occurred during the nine months ended December 31, 2013. The write-down of land held for sale was on a property which was
sold in July 2012. There were no such write-downs for the nine months ended December 31, 2013.
Non-interest expense increased $681,000, or 6.7%, to
$10.9 million for the nine months ended December 31, 2013 when compared with $10.2 million for the nine months ended December 31, 2012. The increase was primarily the result of increases of $770,000, or 14.3%, in salaries and employee
benefits, and $69,000, or 6.3%, in occupancy expense of premises, partially offset by a decrease of $229,000, or 15.0%, in other expense. The increase in salaries and employee benefits in the 2013 period was mainly due to the hiring of two
commercial loan officers in late 2012 and early 2013, along with normal annual salary and benefit expense increases. Occupancy expense of premises increased due to normal annual increases in rent, property taxes, and repairs and maintenance as well
as the additional expenses associated with the Banks loan department being moved to a new leased location in September 2012. The decrease in other expense was mainly due to a $102,000 decrease in consulting expense, coupled with a $125,000
decrease in real estate owned net operating expense. The decrease in consulting expense was primarily due to the engagement of a consultant in connection with a commercial lending officer hire in 2012 along with expenses related to a salary study.
The decrease in real estate owned net operating expenses in the 2013 period was the result of $75,000 in gains on the sales of real estate owned during the 2013 period, which partially offset expenses incurred. As of December 31, 2013, the Bank
has no real estate owned.
Income taxes totaled $2.59 million and $2.62 million during the nine months ended December 31, 2013 and 2012,
respectively. The decrease of $28,000, or 1.1%, during the 2013 period resulted from lower pre-tax income, partially offset by an increase in the overall effective income tax rate which was 34.6% in the 2013 period compared with 34.0% for 2012.
Liquidity and Capital Resources
The Company maintains
levels of liquid assets sufficient to ensure the Banks safe and sound operation. The Company adjusts its liquidity levels in order to meet funding needs for deposit outflows, payment of real estate taxes from escrow accounts on mortgage loans,
repayment of borrowings, when applicable, and loan funding commitments. The Company also adjusts its liquidity level as appropriate to meet its asset/liability objectives. Liquid assets, which include cash and cash equivalents and securities
available for sale, totaled $15.7 million, or 1.4% of total assets at December 31, 2013, as compared to $41.3 million, or 4.1% of total assets at March 31, 2013.
The Company is a separate legal entity from the Bank and must provide for its own liquidity. In addition to its operating expenses, the Company on a
stand-alone basis is responsible for paying any dividends declared to its shareholders. The Company also may repurchase shares of its common stock. The Companys primary source of income is dividends received from the Bank. The amount of
dividends that the Bank may declare and pay to the Company in any calendar year, without the receipt of prior approval from the OCC but with prior notice to the OCC, cannot exceed net income for that year to date plus retained net income (as
defined) for the preceding two calendar years. On a stand-alone basis, at December 31, 2013, the Company had liquid assets of $18.6 million.
- 35 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources (Contd)
The Companys liquidity is a product of its operating, investing and financing
activities. Cash was generated by operating and financing activities and used by investing activities during the nine months ended December 31, 2013. The primary sources of cash were net income, an increase in deposits, an increase in
borrowings, and proceeds from principal repayments, maturities, calls and sales of securities. The primary uses of funds were purchases of securities and loans and net loan originations. Dividends declared and paid totaled $4.6 million during the
nine months ended December 31, 2013.
The Companys primary investing activities are the origination and purchases of loans and the purchases of
securities. Net loans amounted to $577.4 million and $456.8 million at December 31, 2013 and March 31, 2013, respectively. Securities, including available for sale and held to maturity issues, totaled $450.2 million and $478.1 million at
December 31, 2013 and March 31, 2013, respectively. In addition to funding new loan production through operating and financing activities, such activities were funded by principal repayments, maturities, and calls on existing loans and
securities, and the sale of securities.
Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally
invested in short to intermediate-term investments. If the Bank requires funds beyond its ability to generate them internally, the Bank can borrow overnight funds from the FHLB under an overnight advance program up to the Banks maximum
borrowing capacity based on its ability to collateralize such borrowings. Members in good standing can borrow up to 50% of their asset size as long as they have qualifying collateral to support the advance and purchase of FHLB capital stock. At
December 31, 2013, advances from the FHLB amounted to $122.5 million at a weighted average rate of 1.88%. Additionally, the Bank has the ability to borrow funds of up to an aggregate of $88.0 million at two large financial institutions under
unsecured overnight lines of credit at a daily adjustable rate.
The Bank anticipates that it will have sufficient funds available to meet its current
commitments. At December 31, 2013, the Bank had outstanding commitments to originate loans totaling approximately $2.0 million for fixed-rate one- to four-family mortgage loans with interest rates ranging from 3.25% to 4.375%, and $1.9 million
for adjustable rate loans with initial rates ranging from 3.50% to 3.75%.
At December 31, 2013, the Bank also had commitments outstanding to
purchase $6.0 million in adjustable interest rate one- to four-family mortgage loans with initial interest rates ranging from 3.25% to 4.00%, and a $360,000 fixed rate one- to four-family mortgage loan with an interest rate of 4.25%.
In addition, at December 31, 2013, the Bank had outstanding commitments to originate adjustable rate commercial real estate loan totaling approximately
$1.6 million with an initial rate of 4.375%, an adjustable multi-family real estate loan of $550,000 with an initial rate of 4.50%, and a multi-family real estate loan of $871,000 with a fixed rate of 4.00%.
At December 31, 2013, undisbursed funds from customer approved unused lines of credit under a homeowners equity lending program amounted to
approximately $4.8 million. Unless they are specifically cancelled by notice from the Bank, these funds represent firm commitments available to the respective borrowers on demand. The Bank also had a commitment of $100,000 for an adjustable rate
home equity line of credit with an initial interest rate of 3.25%, and $20,000 for a 4.00% fixed rate home equity loan.
Certificates of deposit due
within one year at December 31, 2013 totaled $308.6 million, or 57.3% of our certificates of deposit. Management believes that, based upon its experience and the Banks deposit flow history, a significant portion of such deposits will
remain with the Bank. There was one FHLB advance totaling $15.0 million due within one year at December 31, 2013.
- 36 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources (Contd)
Under applicable federal regulations, three separate measurements of capital adequacy
(the Capital Rule) are required. The Capital Rule requires each savings institution to maintain tangible capital equal to at least 1.5% and core capital equal to at least 4.0% of its adjusted total assets. The Capital Rule further
requires each savings institution to maintain total capital equal to at least 8.0% of its risk-weighted assets.
The following table sets forth the
Banks capital position at December 31 and March 31, 2013, as compared to the minimum regulatory capital requirements:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regulatory Capital Requirements
|
|
|
|
|
|
|
|
|
|
Minimum Capital
|
|
|
For Classification as
|
|
|
|
Actual
|
|
|
Adequacy
|
|
|
Well-Capitalized
|
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
Amount
|
|
|
Ratio
|
|
|
|
(Dollars In Thousands)
|
|
As of December 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total risk-based capital (to risk-weighted assets)
|
|
$
|
170,695
|
|
|
|
35.79
|
%
|
|
$
|
38,158
|
|
|
|
8.00
|
%
|
|
$
|
47,698
|
|
|
|
10.00
|
%
|
Tier 1 capital (to risk-weighted assets)
|
|
|
167,645
|
|
|
|
35.15
|
|
|
|
19,079
|
|
|
|
4.00
|
|
|
|
28,619
|
|
|
|
6.00
|
|
Core (tier 1) capital (to adjusted total assets)
|
|
|
167,645
|
|
|
|
15.27
|
|
|
|
43,907
|
|
|
|
4.00
|
|
|
|
54,883
|
|
|
|
5.00
|
|
Tier 1 risk-based capital (to adjusted tangible assets)
|
|
|
167,645
|
|
|
|
15.27
|
|
|
|
16,465
|
|
|
|
1.50
|
|
|
|
|
|
|
|
|
|
As of March 31, 2013:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total risk-based capital (to risk-weighted assets)
|
|
$
|
168,986
|
|
|
|
40.52
|
%
|
|
$
|
33,366
|
|
|
|
8.00
|
%
|
|
$
|
41,708
|
|
|
|
10.00
|
%
|
Tier 1 capital (to risk-weighted assets)
|
|
|
166,486
|
|
|
|
39.92
|
|
|
|
16,683
|
|
|
|
4.00
|
|
|
|
25,025
|
|
|
|
6.00
|
|
Core (tier 1) capital (to adjusted total assets)
|
|
|
166,486
|
|
|
|
16.41
|
|
|
|
40,591
|
|
|
|
4.00
|
|
|
|
50,738
|
|
|
|
5.00
|
|
Tier 1 risk-based capital (to adjusted tangible assets)
|
|
|
166,486
|
|
|
|
16.41
|
|
|
|
15,222
|
|
|
|
1.50
|
|
|
|
|
|
|
|
|
|
Savings and loan holding companies are not currently subject to specific regulatory capital requirements. The Dodd-Frank Act,
however, required the Federal Reserve Board to promulgate consolidated capital requirements for depository institution holding companies, including savings and loan holding companies that are no less stringent, both quantitatively and in terms of
components of capital, than those applicable to institutions themselves. In July 2013, the OCC and the other federal bank regulatory agencies, issued a final rule that will revise their leverage and risk-based capital requirements and the method for
calculating risk-weighted assets to make them consistent with agreements that were reached by the Basel Committee on Banking Supervision and certain provisions of the Dodd-Frank Act. Among other things, the rule establishes for the Company and the
Bank a new common equity Tier 1 minimum capital requirement (4.5% of risk-weighted assets), increases the minimum Tier 1 capital to risk based assets requirement (from 4% to 6% of risk-weighted assets) and assigns a higher risk weight (150%) to
exposures that are more than 90 days past due or are on nonaccrual status and to certain commercial real estate facilities that finance the acquisition, development or construction of real property. The final rule also requires unrealized gains and
losses on certain available-for-sale securities holdings to be included for purposes of calculating regulatory capital unless a one-time opt-out is exercised. Additional constraints will also be imposed on the inclusion in regulatory
capital of mortgage-servicing assets, defined tax assets and minority interests. The rule limits a banking organizations capital distributions and certain discretionary bonus payments if the banking organization does not hold a capital
conservation buffer consisting of 2.5% of common equity Tier 1 capital to risk-weighted assets in addition to the amount necessary to meet its minimum risk-based capital requirements. The final rule becomes effective for the Bank on
January 1, 2015. The capital conservation buffer requirement will be phased in beginning January 1, 2016 and ending January 1, 2019, when the full capital conservation buffer requirement will be effective. Based on our capital levels
and statement of condition composition at December 31, 2013, we believe implementation of the new rule will have no material impact on our capital needs.
- 37 -
CLIFTON SAVINGS BANCORP, INC. AND SUBSIDIARIES
ITEM 3: