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Watchlist
Account
Capitol Federal Financial
CFFN
#6225
Rank
HK$8.59 B
Marketcap
๐บ๐ธ
United States
Country
HK$69.66
Share price
-1.22%
Change (1 day)
50.92%
Change (1 year)
๐ฆ Banks
๐ณ Financial services
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Annual Reports (10-K)
Capitol Federal Financial
Quarterly Reports (10-Q)
Financial Year FY2016 Q2
Capitol Federal Financial - 10-Q quarterly report FY2016 Q2
Text size:
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UNITED STATES SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
Form 10-Q
_________________
(Mark One)
þ
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
March 31, 2016
or
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 001-34814
Capitol Federal Financial, Inc.
(
Exact name of registrant as specified in its charter)
Maryland
27-2631712
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
700 South Kansas Avenue, Topeka, Kansas
66603
(Address of principal executive offices)
(Zip Code)
(785) 235-1341
Registrant's telephone number, including area code
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such requirements for the past 90 days. Yes
þ
No
¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) Yes
þ
No
¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
þ
Accelerated filer
¨
Non-accelerated filer
¨
Smaller Reporting Company
¨
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
¨
No
þ
As of May 3, 2016, there were
137,218,222
shares of Capitol Federal Financial, Inc. common stock outstanding.
PART I - FINANCIAL INFORMATION
Page Number
Item 1.
Financial Statements (Unaudited)
3
Consolidated Balance Sheets at March 31, 2016 and September 30, 2015
3
Consolidated Statements of Income for the three and six months ended March 31, 2016 and 2015
4
Consolidated Statements of Comprehensive Income for the three and six months ended March 31, 2016 and 2015
5
Consolidated Statement of Stockholders' Equity for the six months ended March 31, 2016
6
Consolidated Statements of Cash Flows for the six months ended March 31, 2016 and 2015
7
Notes to Consolidated Financial Statements
9
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
28
Financial Condition - Loans Receivable
31
Financial Condition - Asset Quality
39
Financial Condition - Liabilities
47
Financial Condition - Stockholders' Equity
50
Operating Results
51
Comparison of Operating Results for the six months ended March 31, 2016 and 2015
52
Comparison of Operating Results for the three months ended March 31, 2016 and 2015
57
Comparison of Operating Results for the three months ended March 31, 2016 and December 31, 2015
63
Item 3.
Quantitative and Qualitative Disclosure about Market Risk
74
Item 4.
Controls and Procedures
77
PART II - OTHER INFORMATION
Item 1.
Legal Proceedings
78
Item 1A.
Risk Factors
78
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
78
Item 3.
Defaults Upon Senior Securities
78
Item 4.
Mine Safety Disclosures
78
Item 5.
Other Information
78
Item 6.
Exhibits
78
SIGNATURES
79
INDEX TO EXHIBITS
80
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share amounts)
(Unaudited)
March 31,
September 30,
2016
2015
ASSETS:
Cash and cash equivalents (includes interest-earning deposits of $196,910 and $764,816)
$
203,811
$
772,632
Securities:
Available-for-sale ("AFS"), at estimated fair value (amortized cost of $666,139 and $744,708)
677,416
758,171
Held-to-maturity ("HTM"), at amortized cost (estimated fair value of $1,293,441 and $1,295,274)
1,270,849
1,271,122
Loans receivable, net (allowance for credit losses ("ACL") of $9,193 and $9,443)
6,769,194
6,625,027
Federal Home Loan Bank Topeka ("FHLB") stock, at cost
114,381
150,543
Premises and equipment, net
80,857
75,810
Income taxes receivable, net
—
1,071
Other assets
200,176
189,785
TOTAL ASSETS
$
9,316,684
$
9,844,161
LIABILITIES:
Deposits
$
5,119,829
$
4,832,520
FHLB borrowings
2,471,656
3,270,521
Repurchase agreements
200,000
200,000
Advance payments by borrowers for taxes and insurance
52,229
61,818
Income taxes payable, net
1,778
—
Deferred income tax liabilities, net
25,924
26,391
Accounts payable and accrued expenses
41,860
36,685
Total liabilities
7,913,276
8,427,935
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value; 100,000,000 shares authorized, no shares issued or outstanding
—
—
Common stock, $.01 par value; 1,400,000,000 shares authorized, 137,159,138 and 137,106,822
shares issued and outstanding as of March 31, 2016 and September 30, 2015, respectively
1,372
1,371
Additional paid-in capital
1,152,367
1,151,041
Unearned compensation, Employee Stock Ownership Plan ("ESOP")
(40,473
)
(41,299
)
Retained earnings
283,128
296,739
Accumulated other comprehensive income ("AOCI"), net of tax
7,014
8,374
Total stockholders' equity
1,403,408
1,416,226
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
$
9,316,684
$
9,844,161
See accompanying notes to consolidated financial statements.
3
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(Dollars in thousands, except per share amounts)
For the Three Months Ended
For the Six Months Ended
March 31,
March 31,
2016
2015
2016
2015
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
60,732
$
58,198
$
120,955
$
116,817
Mortgage-backed securities ("MBS")
7,702
9,537
15,533
19,538
FHLB stock
3,006
3,076
6,158
6,257
Cash and cash equivalents
2,707
1,393
4,327
2,817
Investment securities
1,485
1,673
3,018
3,348
Total interest and dividend income
75,632
73,877
149,991
148,777
INTEREST EXPENSE:
FHLB borrowings
16,394
17,198
32,468
34,186
Deposits
9,213
8,207
18,012
16,352
Repurchase agreements
1,487
1,693
2,991
3,424
Total interest expense
27,094
27,098
53,471
53,962
NET INTEREST INCOME
48,538
46,779
96,520
94,815
PROVISION FOR CREDIT LOSSES
—
275
—
448
NET INTEREST INCOME AFTER
PROVISION FOR CREDIT LOSSES
48,538
46,504
96,520
94,367
NON-INTEREST INCOME:
Retail fees and charges
3,558
3,471
7,372
7,254
Income from bank-owned life insurance ("BOLI")
1,459
252
2,162
568
Insurance commissions
1,060
973
1,576
1,522
Loan fees
336
357
678
731
Other non-interest income
213
224
404
459
Total non-interest income
6,626
5,277
12,192
10,534
NON-INTEREST EXPENSE:
Salaries and employee benefits
10,288
10,412
20,775
20,889
Occupancy, net
2,616
2,461
5,288
4,880
Information technology and communications
2,609
2,585
5,167
5,153
Federal insurance premium
1,399
1,468
2,781
2,750
Deposit and loan transaction costs
1,396
1,256
2,670
2,630
Regulatory and outside services
1,144
1,206
2,630
2,502
Advertising and promotional
983
749
2,137
1,638
Low income housing partnerships
1,321
1,366
2,094
2,912
Office supplies and related expense
584
588
1,471
1,062
Other non-interest expense
1,086
768
2,003
1,585
Total non-interest expense
23,426
22,859
47,016
46,001
INCOME BEFORE INCOME TAX EXPENSE
31,738
28,922
61,696
58,900
INCOME TAX EXPENSE
10,211
9,688
19,451
19,194
NET INCOME
$
21,527
$
19,234
$
42,245
$
39,706
Basic earnings per share ("EPS")
$
0.16
$
0.14
$
0.32
$
0.29
Diluted EPS
$
0.16
$
0.14
$
0.32
$
0.29
Dividends declared per share
$
0.09
$
0.09
$
0.42
$
0.42
Basic weighted average common shares
132,960,030
136,208,029
132,890,781
136,147,295
Diluted weighted average common shares
133,031,042
136,245,785
132,971,254
136,179,622
See accompanying notes to consolidated financial statements.
4
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
(Dollars in thousands)
For the Three Months Ended
For the Six Months Ended
March 31,
March 31,
2016
2015
2016
2015
Net income
$
21,527
$
19,234
$
42,245
$
39,706
Other comprehensive income (loss), net of tax:
Changes in unrealized holding gains (losses) on AFS securities,
net of deferred income taxes of $(874), $(1,202), $826 and $(1,673)
1,438
1,978
(1,360
)
2,754
Comprehensive income
$
22,965
$
21,212
$
40,885
$
42,460
See accompanying notes to consolidated financial statements.
5
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited)
(Dollars in thousands, except per share amounts)
Additional
Unearned
Total
Common
Paid-In
Compensation
Retained
Stockholders'
Stock
Capital
ESOP
Earnings
AOCI
Equity
Balance at October 1, 2015
$
1,371
$
1,151,041
$
(41,299
)
$
296,739
$
8,374
$
1,416,226
Net income
42,245
42,245
Other comprehensive loss, net of tax
(1,360
)
(1,360
)
ESOP activity, net
213
826
1,039
Restricted stock activity, net
1
31
32
Stock-based compensation
783
783
Stock options exercised
299
299
Cash dividends to stockholders ($0.42 per share)
(55,856
)
(55,856
)
Balance at March 31, 2016
$
1,372
$
1,152,367
$
(40,473
)
$
283,128
$
7,014
$
1,403,408
See accompanying notes to consolidated financial statements.
6
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in thousands)
For the Six Months Ended
March 31,
2016
2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income
$
42,245
$
39,706
Adjustments to reconcile net income to net cash provided by operating activities:
FHLB stock dividends
(6,158
)
(6,257
)
Provision for credit losses
—
448
Amortization and accretion of premiums and discounts on securities
2,486
2,753
Depreciation and amortization of premises and equipment
3,475
3,312
Amortization of deferred amounts related to FHLB advances, net
1,135
2,342
Common stock committed to be released for allocation - ESOP
1,039
1,036
Stock-based compensation
783
1,051
Changes in:
Other assets, net
353
3,049
Income taxes payable/receivable
3,240
1,922
Accounts payable and accrued expenses
(4,901
)
(5,167
)
Net cash provided by operating activities
43,697
44,195
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of AFS securities
(74,987
)
(99,937
)
Purchase of HTM securities
(144,392
)
(29,153
)
Proceeds from calls, maturities and principal reductions of AFS securities
153,512
102,261
Proceeds from calls, maturities and principal reductions of HTM securities
142,223
155,822
Proceeds from the redemption of FHLB stock
189,000
155,679
Purchase of FHLB stock
(146,680
)
(91,319
)
Net increase in loans receivable
(146,790
)
(135,746
)
Purchase of premises and equipment
(8,446
)
(5,123
)
Proceeds from sale of other real estate owned ("OREO")
1,096
2,784
Proceeds from BOLI death benefit
783
—
Net cash (used in) provided by investing activities
(34,681
)
55,268
(Continued)
7
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in thousands)
For the Six Months Ended
March 31,
2016
2015
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid
(55,856
)
(57,268
)
Deposits, net of withdrawals
287,309
182,002
Proceeds from borrowings
3,600,000
3,900,000
Repayments on borrowings
(4,400,000
)
(3,900,000
)
Change in advance payments by borrowers for taxes and insurance
(9,589
)
(6,684
)
Repurchase of common stock
—
(7,208
)
Other, net
299
5
Net cash (used in) provided by financing activities
(577,837
)
110,847
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
(568,821
)
210,310
CASH AND CASH EQUIVALENTS:
Beginning of period
772,632
810,840
End of period
$
203,811
$
1,021,150
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Income tax payments
$
16,212
$
17,273
Interest payments
$
51,766
$
51,296
See accompanying notes to consolidated financial statements.
(Concluded)
8
Notes to Consolidated Financial Statements (Unaudited)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
- The consolidated financial statements include the accounts of Capitol Federal® Financial, Inc. (the "Company") and its wholly-owned subsidiary, Capitol Federal Savings Bank (the "Bank"). The Bank has a wholly-owned subsidiary, Capitol Funds, Inc. Capitol Funds, Inc. has a wholly-owned subsidiary, Capitol Federal Mortgage Reinsurance Company. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended
September 30, 2015
, filed with the Securities and Exchange Commission ("SEC"). Interim results are not necessarily indicative of results for a full year.
Recent Accounting Pronouncements
- In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09,
Revenue from Contracts with Customers
.
The ASU clarifies principles for recognizing revenue and provides a common revenue standard for GAAP and International Financial Reporting Standards. Additionally, the ASU provides implementation guidance on several topics and requires entities to disclose both quantitative and qualitative information regarding contracts with customers.
ASU 2014-09 is effective for fiscal years beginning after December 15, 2016, which is October 1, 2017 for the Company, and can be applied using either a retrospective or cumulative-effect transition method.
In August 2015, the FASB issued ASU 2015-14,
Revenue from Contracts with Customers
, which deferred the effective date of ASU 2014-09 one year, making the ASU
effective for fiscal years beginning after December 15, 2017, including interim reporting periods within that reporting period, which is October 1, 2018 for the Company. Early adoption is permitted only as of annual reporting periods beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08,
Revenue from Contracts with Customers: Principal versus Agent Considerations,
which is intended to clarify the new revenue recognition guidance by specifically addressing principal versus agent considerations.
The Company has not yet completed its evaluation of the above noted ASUs.
In January 2016, the FASB issued ASU 2016-01,
Financial Instruments, Recognition and Measurement of Financial Assets and Liabilities
. The ASU supersedes certain accounting guidance related to equity securities with readily determinable fair values and the related impairment assessment. An entity's equity investments that are accounted for under the equity method of accounting or result in consolidation of an investee are not included within the scope of this ASU. The ASU requires public business entities to utilize the exit price notation in determining fair value for financial instruments measured at amortized cost on the balance sheet. The ASU requires additional reporting in other comprehensive income for financial liabilities measured at fair value in accordance with the fair value option. The ASU also requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balances or in the notes to the financial statements. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods with those fiscal years, which is October 1, 2018 for the Company. Early adoption is not permitted except in certain circumstances. The Company has not yet completed its evaluation of ASU 2016-01.
In February 2016, the FASB issued ASU 2016-02,
Leases
. The ASU amends lease accounting guidance by requiring that lessees recognize the assets and liabilities arising from leases on the balance sheet.
Additionally, the ASU requires entities to disclose both quantitative and qualitative information regarding their leasing activities.
ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, which is October 1, 2019 for the Company. Early adoption is permitted. The Company has not yet completed its evaluation of ASU 2016-02.
In March 2016, the FASB issued ASU 2016-09,
Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting
. The ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, along with simplifying the classification in the statement of cash flows. The ASU is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods, which is October 1, 2017 for the Company. The Company has not yet completed its evaluation of ASU 2016-09.
9
2.
EARNINGS PER SHARE
Shares acquired by the ESOP are not considered in the basic average shares outstanding until the shares are committed for allocation or vested to an employee's individual account. Unvested shares awarded pursuant to the Company's restricted stock benefit plans are treated as participating securities in the computation of EPS pursuant to the two-class method as they contain nonforfeitable rights to dividends. The two-class method is an earnings allocation that determines EPS for each class of common stock and participating security.
For the Three Months Ended
For the Six Months Ended
March 31,
March 31,
2016
2015
2016
2015
(Dollars in thousands, except per share amounts)
Net income
$
21,527
$
19,234
$
42,245
$
39,706
Income allocated to participating securities
(16
)
(27
)
(43
)
(69
)
Net income available to common stockholders
$
21,511
$
19,207
$
42,202
$
39,637
Average common shares outstanding
132,918,277
136,166,271
132,869,793
136,126,419
Average committed ESOP shares outstanding
41,753
41,758
20,988
20,876
Total basic average common shares outstanding
132,960,030
136,208,029
132,890,781
136,147,295
Effect of dilutive stock options
71,012
37,756
80,473
32,327
Total diluted average common shares outstanding
133,031,042
136,245,785
132,971,254
136,179,622
Net EPS:
Basic
$
0.16
$
0.14
$
0.32
$
0.29
Diluted
$
0.16
$
0.14
$
0.32
$
0.29
Antidilutive stock options, excluded from the diluted average
common shares outstanding calculation
921,199
863,827
898,386
920,365
10
3.
SECURITIES
The following tables reflect the amortized cost, estimated fair value, and gross unrealized gains and losses of AFS and HTM securities at the dates presented. The majority of the MBS and investment securities portfolios are composed of securities issued by United States Government-Sponsored Enterprises ("GSEs").
March 31, 2016
Gross
Gross
Estimated
Amortized
Unrealized
Unrealized
Fair
Cost
Gains
Losses
Value
(Dollars in thousands)
AFS:
GSE debentures
$
471,215
$
1,266
$
30
$
472,451
MBS
192,615
10,422
4
203,033
Trust preferred securities
2,169
—
379
1,790
Municipal bonds
140
2
—
142
666,139
11,690
413
677,416
HTM:
MBS
1,233,741
23,813
1,702
1,255,852
Municipal bonds
37,108
489
8
37,589
1,270,849
24,302
1,710
1,293,441
$
1,936,988
$
35,992
$
2,123
$
1,970,857
September 30, 2015
Gross
Gross
Estimated
Amortized
Unrealized
Unrealized
Fair
Cost
Gains
Losses
Value
(Dollars in thousands)
AFS:
GSE debentures
$
525,376
$
1,304
$
60
$
526,620
MBS
217,006
12,489
4
229,491
Trust preferred securities
2,186
—
270
1,916
Municipal bonds
140
4
—
144
744,708
13,797
334
758,171
HTM:
MBS
1,233,048
27,325
3,590
1,256,783
Municipal bonds
38,074
437
20
38,491
1,271,122
27,762
3,610
1,295,274
$
2,015,830
$
41,559
$
3,944
$
2,053,445
11
The following tables summarize the estimated fair value and gross unrealized losses of those securities on which an unrealized loss at the dates presented was reported and the continuous unrealized loss position for less than 12 months and equal to or greater than 12 months as of the dates presented.
March 31, 2016
Less Than 12 Months
Equal to or Greater Than 12 Months
Estimated
Unrealized
Estimated
Unrealized
Fair Value
Losses
Fair Value
Losses
(Dollars in thousands)
AFS:
GSE debentures
$
74,977
$
22
$
24,993
$
8
MBS
—
—
698
4
Trust preferred securities
—
—
1,790
379
$
74,977
$
22
$
27,481
$
391
HTM:
MBS
$
156,618
$
485
$
121,029
$
1,217
Municipal bonds
3,525
6
393
2
$
160,143
$
491
$
121,422
$
1,219
September 30, 2015
Less Than 12 Months
Equal to or Greater Than 12 Months
Estimated
Unrealized
Estimated
Unrealized
Fair Value
Losses
Fair Value
Losses
(Dollars in thousands)
AFS:
GSE debentures
$
39,135
$
15
$
49,955
$
45
MBS
—
—
687
4
Trust preferred securities
—
—
1,916
270
$
39,135
$
15
$
52,558
$
319
HTM:
MBS
$
38,604
$
134
$
302,158
$
3,456
Municipal bonds
3,292
12
1,128
8
$
41,896
$
146
$
303,286
$
3,464
The unrealized losses at
March 31, 2016
and
September 30, 2015
were primarily a result of an increase in market yields from the time the securities were purchased. In general, as market yields rise, the fair value of securities will decrease; as market yields fall, the fair value of securities will increase. Management generally views changes in fair value caused by changes in interest rates as temporary; therefore, these securities have not been classified as other-than-temporarily impaired. The impairment is also considered temporary because scheduled coupon payments have been made, it is anticipated that the entire principal balance will be collected as scheduled, and management neither intends to sell the securities, nor is it more likely than not that the Company will be required to sell the securities before the recovery of the remaining amortized cost amount, which could be at maturity. As a result of the analysis, management has concluded that
no
other-than-temporary impairments existed at
March 31, 2016
or
September 30, 2015
.
12
The amortized cost and estimated fair value of debt securities as of
March 31, 2016
, by contractual maturity, are shown below. Actual principal repayments may differ from contractual maturities due to prepayment or early call privileges by the issuer. In the case of MBS, borrowers on the underlying loans generally have the right to prepay their loans without prepayment penalty. For this reason, MBS are not included in the maturity categories.
AFS
HTM
Amortized
Estimated
Amortized
Estimated
Cost
Fair Value
Cost
Fair Value
(Dollars in thousands)
One year or less
$
25,075
$
25,167
$
5,545
$
5,603
One year through five years
446,280
447,426
24,422
24,700
Five years through ten years
—
—
7,141
7,286
Ten years and thereafter
2,169
1,790
—
—
473,524
474,383
37,108
37,589
MBS
192,615
203,033
1,233,741
1,255,852
$
666,139
$
677,416
$
1,270,849
$
1,293,441
The following table presents the taxable and non-taxable components of interest income on investment securities for the periods presented.
For the Three Months Ended
For the Six Months Ended
March 31,
March 31,
2016
2015
2016
2015
(Dollars in thousands)
Taxable
$
1,314
$
1,493
$
2,668
$
2,966
Non-taxable
171
180
350
382
$
1,485
$
1,673
$
3,018
$
3,348
The following table summarizes the amortized cost and estimated fair value of securities pledged as collateral for the obligations listed below as of the dates presented.
March 31, 2016
September 30, 2015
Amortized
Estimated
Amortized
Estimated
Cost
Fair Value
Cost
Fair Value
(Dollars in thousands)
Public unit deposits
$
419,018
$
426,084
$
342,620
$
347,505
Repurchase agreements
217,030
225,975
217,073
225,806
FHLB borrowings
190,373
191,616
216,607
218,199
Federal Reserve Bank
17,611
18,274
20,134
20,989
$
844,032
$
861,949
$
796,434
$
812,499
13
4. LOANS RECEIVABLE and ALLOWANCE FOR CREDIT LOSSES
Loans receivable, net at the dates presented is summarized as follows:
March 31, 2016
September 30, 2015
(Dollars in thousands)
Real estate loans:
One- to four-family:
Originated
$
6,019,559
$
5,856,730
Purchased
456,876
485,682
Construction
76,457
75,152
Total
6,552,892
6,417,564
Multi-family and commercial:
Permanent
112,414
110,938
Construction
153,231
54,768
Total
265,645
165,706
Total real estate loans
6,818,537
6,583,270
Consumer loans:
Home equity
123,565
125,844
Other
4,279
4,179
Total consumer loans
127,844
130,023
Total loans receivable
6,946,381
6,713,293
Less:
Undisbursed loan funds:
One- to four-family
42,906
45,696
Multi-family and commercial
139,495
44,869
ACL
9,193
9,443
Discounts/unearned loan fees
24,347
24,213
Premiums/deferred costs
(38,754
)
(35,955
)
$
6,769,194
$
6,625,027
Lending Practices and Underwriting Standards
-
Originating and purchasing one- to four-family loans is the Bank's primary lending business, resulting in a loan concentration in residential first mortgage loans. The Bank purchases one- to four-family loans, on a loan-by-loan basis, from a select group of correspondent lenders. The Bank also originates consumer loans, commercial and multi-family real estate loans, and construction loans secured by residential, multi-family or commercial real estate and participates in commercial and multi-family real estate and construction-to-permanent loans. As a result of our one- to four-family lending activities, the Bank has a concentration of loans secured by real property located in Kansas and Missouri.
One- to four-family loans
- Full documentation to support an applicant's credit and income, and sufficient funds to cover all applicable fees and reserves at closing, are required on all loans. Loans are underwritten according to the "ability to repay" and "qualified mortgage" standards, as issued by the Consumer Financial Protection Bureau ("CFPB"). Properties securing one- to four-family loans are appraised by either staff appraisers or fee appraisers, both of which are independent of the loan origination function and approved by our Board of Directors.
The underwriting standards for loans purchased from correspondent and nationwide lenders are generally similar to the Bank's internal underwriting standards. The underwriting of loans purchased from correspondent lenders on a loan-by-loan basis is performed by the Bank's underwriters. For the tables within this Note, correspondent loans purchased on a loan-by-loan basis are included with originated loans and loans purchased in loan packages ("bulk loans") are reported as purchased loans.
14
The Bank also originates construction-to-permanent loans secured by one- to four-family residential real estate. Construction loans are obtained by homeowners who will occupy the property when construction is complete. Construction loans to builders for speculative purposes are not permitted. All construction loans are manually underwritten using the Bank's internal underwriting standards. Construction draw requests and the supporting documentation are reviewed and approved by management. The Bank also performs regular documented inspections of the construction project to ensure the funds are being used for the intended purpose and the project is being completed according to the plans and specifications provided.
Multi-family and commercial loans
- The Bank's multi-family, commercial real estate, and related construction loans are originated by the Bank or are in participation with a lead bank. These loans are underwritten based on the income producing potential of the property, the collateral value, and the financial strength of the borrower. Additionally, the Bank generally requires personal guarantees. At the time of origination, loan-to-value ("LTV") ratios on multi-family, commercial real estate, and related construction loans generally cannot exceed
80%
of the appraised value of the property securing the loans and the minimum debt service coverage ratio is generally
1.25
. Appraisals on properties securing these loans are performed by independent state certified fee appraisers.
Consumer loans -
The Bank offers a variety of secured consumer loans, including home equity loans and lines of credit, home improvement loans, auto loans, and loans secured by savings deposits. The Bank also originates a very limited amount of unsecured loans. The Bank does not originate any consumer loans on an indirect basis, such as contracts purchased from retailers of goods or services which have extended credit to their customers. The majority of the consumer loan portfolio is comprised of home equity lines of credit for which the Bank also has the first mortgage or the home equity line of credit is in the first lien position.
The underwriting standards for consumer loans include a determination of an applicant's payment history on other debts and an assessment of an applicant's ability to meet existing obligations and payments on the proposed loan. Although creditworthiness of an applicant is a primary consideration, the underwriting process also includes a comparison of the value of the security in relation to the proposed loan amount.
Credit Quality Indicators
-
Based on the Bank's lending emphasis and underwriting standards, management has segmented the loan portfolio into three segments: (1) one- to four-family loans; (2) consumer loans; and (3) multi-family and commercial loans. The one- to four-family and consumer loan portfolios are further segmented into classes for purposes of providing disaggregated information about the credit quality of the loan portfolio. The classes are: one- to four-family loans - originated, one- to four-family loans - purchased, consumer loans - home equity, and consumer loans - other.
The Bank's primary credit quality indicators for the one- to four-family loan and consumer - home equity loan portfolios are delinquency status, asset classifications, LTV ratios, and borrower credit scores. The Bank's primary credit quality indicators for the multi-family and commercial loan and consumer - other loan portfolios are delinquency status and asset classifications.
15
The following tables present the recorded investment, by class, in loans 30 to 89 days delinquent, loans 90 or more days delinquent or in foreclosure, total delinquent loans, current loans, and total recorded investment at the dates presented. The recorded investment in loans is defined as the unpaid principal balance of a loan (net of unadvanced funds related to loans in process), less charge-offs and inclusive of unearned loan fees and deferred costs. At
March 31, 2016
and
September 30, 2015
, all loans 90 or more days delinquent were on nonaccrual status.
March 31, 2016
90 or More Days
Total
Total
30 to 89 Days
Delinquent or
Delinquent
Current
Recorded
Delinquent
in Foreclosure
Loans
Loans
Investment
(Dollars in thousands)
One- to four-family loans - originated
$
16,625
$
8,861
$
25,486
$
6,040,139
$
6,065,625
One- to four-family loans - purchased
6,045
7,534
13,579
445,800
459,379
Multi-family and commercial loans
—
—
—
125,539
125,539
Consumer - home equity
631
622
1,253
122,312
123,565
Consumer - other
28
26
54
4,225
4,279
$
23,329
$
17,043
$
40,372
$
6,738,015
$
6,778,387
September 30, 2015
90 or More Days
Total
Total
30 to 89 Days
Delinquent or
Delinquent
Current
Recorded
Delinquent
in Foreclosure
Loans
Loans
Investment
(Dollars in thousands)
One- to four-family loans - originated
$
19,285
$
7,093
$
26,378
$
5,869,289
$
5,895,667
One- to four-family loans - purchased
7,305
8,956
16,261
472,114
488,375
Multi-family and commercial loans
—
—
—
120,405
120,405
Consumer - home equity
703
497
1,200
124,644
125,844
Consumer - other
17
12
29
4,150
4,179
$
27,310
$
16,558
$
43,868
$
6,590,602
$
6,634,470
The recorded investment of mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process as of
March 31, 2016
was
$5.9 million
, which is included in loans 90 or more days delinquent or in foreclosure in the table above. The carrying value of residential OREO held as a result of obtaining physical possession upon completion of a foreclosure or through completion of a deed in lieu of foreclosure was
$4.6 million
at
March 31, 2016
.
The following table presents the recorded investment, by class, in loans classified as nonaccrual at the dates presented.
March 31, 2016
September 30, 2015
(Dollars in thousands)
One- to four-family loans - originated
$
17,338
$
16,093
One- to four-family loans - purchased
7,615
9,038
Multi-family and commercial loans
—
—
Consumer - home equity
774
792
Consumer - other
33
12
$
25,760
$
25,935
16
In accordance with the Bank's asset classification policy, management regularly reviews the problem loans in the Bank's portfolio to determine whether any loans require classification. Loan classifications are defined as follows:
•
Special mention - These loans are performing loans on which known information about the collateral pledged or the possible credit problems of the borrower(s) have caused management to have doubts as to the ability of the borrower(s) to comply with present loan repayment terms and which may result in the future inclusion of such loans in the non-performing loan categories.
•
Substandard - A loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Substandard loans include those characterized by the distinct possibility the Bank will sustain some loss if the deficiencies are not corrected.
•
Doubtful - Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses present make collection or liquidation in full on the basis of currently existing facts and conditions and values highly questionable and improbable.
•
Loss - Loans classified as loss are considered uncollectible and of such little value that their continuance as assets on the books is not warranted.
The following table sets forth the recorded investment in loans classified as special mention or substandard, by class, at the dates presented. Special mention and substandard loans are included in the ACL formula analysis model if the loans are not individually evaluated for loss. Loans classified as doubtful or loss are individually evaluated for loss. At the dates presented, there were
no
loans classified as doubtful, and all loans classified as loss were fully charged-off.
March 31, 2016
September 30, 2015
Special Mention
Substandard
Special Mention
Substandard
(Dollars in thousands)
One- to four-family - originated
$
13,625
$
30,222
$
16,149
$
29,282
One- to four-family - purchased
1,369
11,672
1,376
13,237
Multi-family and commercial
—
—
—
—
Consumer - home equity
55
1,397
151
1,301
Consumer - other
—
35
—
17
$
15,049
$
43,326
$
17,676
$
43,837
The following table shows the weighted average credit score and weighted average LTV for originated and purchased one- to four-family loans and originated consumer home equity loans at the dates presented. Borrower credit scores are intended to provide an indication as to the likelihood that a borrower will repay their debts. Credit scores are updated at least semiannually, with the last update in March 2016, from a nationally recognized consumer rating agency. The LTV ratios provide an estimate of the extent to which the Bank may incur a loss on any given loan that may go into foreclosure. The consumer - home equity LTV does not take into account the first lien position, if applicable. The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. In most cases, the most recent appraisal was obtained at the time of origination.
March 31, 2016
September 30, 2015
Credit Score
LTV
Credit Score
LTV
One- to four-family - originated
766
65
%
765
65
%
One- to four-family - purchased
753
65
752
65
Consumer - home equity
754
19
753
18
765
64
764
64
17
Troubled Debt Restructurings ("TDRs") -
The following tables present the recorded investment prior to restructuring and immediately after restructuring in all loans restructured during the periods presented. These tables do not reflect the recorded investment at the end of the periods indicated. Any increase in the recorded investment at the time of the restructuring was generally due to the capitalization of delinquent interest and/or escrow balances.
For the Three Months Ended
For the Six Months Ended
March 31, 2016
March 31, 2016
Number
Pre-
Post-
Number
Pre-
Post-
of
Restructured
Restructured
of
Restructured
Restructured
Contracts
Outstanding
Outstanding
Contracts
Outstanding
Outstanding
(Dollars in thousands)
One- to four-family loans - originated
32
$
4,259
$
4,375
62
$
7,365
$
7,540
One- to four-family loans - purchased
—
—
—
1
123
122
Multi-family and commercial loans
—
—
—
—
—
—
Consumer - home equity
1
3
3
5
64
64
Consumer - other
1
8
8
1
8
8
34
$
4,270
$
4,386
69
$
7,560
$
7,734
For the Three Months Ended
For the Six Months Ended
March 31, 2015
March 31, 2015
Number
Pre-
Post-
Number
Pre-
Post-
of
Restructured
Restructured
of
Restructured
Restructured
Contracts
Outstanding
Outstanding
Contracts
Outstanding
Outstanding
(Dollars in thousands)
One- to four-family loans - originated
31
$
4,413
$
4,445
74
$
9,737
$
9,817
One- to four-family loans - purchased
—
—
—
2
266
268
Multi-family and commercial loans
—
—
—
—
—
—
Consumer - home equity
2
20
24
6
84
89
Consumer - other
—
—
—
3
12
12
33
$
4,433
$
4,469
85
$
10,099
$
10,186
The following table provides information on TDRs that became delinquent during the periods presented within 12 months after being restructured.
For the Three Months Ended
For the Six Months Ended
March 31, 2016
March 31, 2015
March 31, 2016
March 31, 2015
Number of
Recorded
Number of
Recorded
Number of
Recorded
Number of
Recorded
Contracts
Investment
Contracts
Investment
Contracts
Investment
Contracts
Investment
(Dollars in thousands)
One- to four-family loans - originated
16
$
1,802
9
$
1,121
27
$
2,602
28
$
2,878
One- to four-family loans - purchased
—
—
1
71
—
—
3
339
Multi-family and commercial loans
—
—
—
—
—
—
—
—
Consumer - home equity
2
13
1
6
4
91
2
21
Consumer - other
—
—
—
—
—
—
1
5
18
$
1,815
11
$
1,198
31
$
2,693
34
$
3,243
18
Impaired loans -
The following information pertains to impaired loans, by class, as of the dates presented. A loan is considered impaired when, based on current information and events, it is probable that the Bank will be unable to collect all amounts due, including principal and interest, according to the contractual terms of the loan agreement.
March 31, 2016
September 30, 2015
Unpaid
Unpaid
Recorded
Principal
Related
Recorded
Principal
Related
Investment
Balance
ACL
Investment
Balance
ACL
(Dollars in thousands)
With no related allowance recorded
One- to four-family - originated
$
12,273
$
12,887
$
—
$
11,169
$
11,857
$
—
One- to four-family - purchased
11,213
13,121
—
11,035
13,315
—
Multi-family and commercial
—
—
—
—
—
—
Consumer - home equity
671
863
—
591
837
—
Consumer - other
24
55
—
13
40
—
24,181
26,926
—
22,808
26,049
—
With an allowance recorded
One- to four-family - originated
26,933
26,995
364
26,453
26,547
294
One- to four-family - purchased
1,941
1,925
60
3,764
3,731
110
Multi-family and commercial
—
—
—
—
—
—
Consumer - home equity
835
835
63
869
870
62
Consumer - other
11
11
1
10
10
1
29,720
29,766
488
31,096
31,158
467
Total
One- to four-family - originated
39,206
39,882
364
37,622
38,404
294
One- to four-family - purchased
13,154
15,046
60
14,799
17,046
110
Multi-family and commercial
—
—
—
—
—
—
Consumer - home equity
1,506
1,698
63
1,460
1,707
62
Consumer - other
35
66
1
23
50
1
$
53,901
$
56,692
$
488
$
53,904
$
57,207
$
467
19
The following information pertains to impaired loans, by class, for the periods presented.
For the Three Months Ended
For the Six Months Ended
March 31, 2016
March 31, 2015
March 31, 2016
March 31, 2015
Average
Interest
Average
Interest
Average
Interest
Average
Interest
Recorded
Income
Recorded
Income
Recorded
Income
Recorded
Income
Investment
Recognized
Investment
Recognized
Investment
Recognized
Investment
Recognized
(Dollars in thousands)
With no related allowance recorded
One- to four-family - originated
$
11,584
$
122
$
13,223
$
110
$
11,224
$
235
$
13,109
$
222
One- to four-family - purchased
11,637
49
11,286
47
11,218
100
11,475
99
Multi-family and commercial
—
—
—
—
—
—
—
—
Consumer - home equity
636
15
486
7
595
23
497
15
Consumer - other
14
—
20
—
12
—
17
—
23,871
186
25,015
164
23,049
358
25,098
336
With an allowance recorded
One- to four-family - originated
27,653
272
27,039
277
27,872
537
26,569
549
One- to four-family - purchased
1,515
7
2,878
11
2,601
14
2,642
22
Multi-family and commercial
—
—
—
—
—
—
—
—
Consumer - home equity
957
15
746
7
963
26
661
13
Consumer - other
17
—
16
—
14
—
15
1
30,142
294
30,679
295
31,450
577
29,887
585
Total
One- to four-family - originated
39,237
394
40,262
387
39,096
772
39,678
771
One- to four-family - purchased
13,152
56
14,164
58
13,819
114
14,117
121
Multi-family and commercial
—
—
—
—
—
—
—
—
Consumer - home equity
1,593
30
1,232
14
1,558
49
1,158
28
Consumer - other
31
—
36
—
26
—
32
1
$
54,013
$
480
$
55,694
$
459
$
54,499
$
935
$
54,985
$
921
20
Allowance for Credit Losses
-
The following is a summary of ACL activity, by loan portfolio segment, for the periods presented, and the ending balance of ACL based on the Company's impairment methodology.
For the Three Months Ended March 31, 2016
One- to Four-
One- to Four-
One- to Four-
Multi-family
Family -
Family -
Family -
and
Originated
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
6,832
$
1,290
$
8,122
$
801
$
278
$
9,201
Charge-offs
(17
)
(38
)
(55
)
—
(20
)
(75
)
Recoveries
39
18
57
—
10
67
Provision for credit losses
(15
)
(27
)
(42
)
36
6
—
Ending balance
$
6,839
$
1,243
$
8,082
$
837
$
274
$
9,193
For the Six Months Ended March 31, 2016
One- to Four-
One- to Four-
One- to Four-
Multi-family
Family -
Family -
Family -
and
Originated
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
6,980
$
1,434
$
8,414
$
742
$
287
$
9,443
Charge-offs
(74
)
(213
)
(287
)
—
(38
)
(325
)
Recoveries
42
18
60
—
15
75
Provision for credit losses
(109
)
4
(105
)
95
10
—
Ending balance
$
6,839
$
1,243
$
8,082
$
837
$
274
$
9,193
For the Three Months Ended March 31, 2015
One- to Four-
One- to Four-
One- to Four-
Multi-family
Family -
Family -
Family -
and
Originated
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
6,484
$
1,994
$
8,478
$
505
$
314
$
9,297
Charge-offs
(94
)
(80
)
(174
)
—
(15
)
(189
)
Recoveries
12
4
16
—
7
23
Provision for credit losses
309
(60
)
249
23
3
275
Ending balance
$
6,711
$
1,858
$
8,569
$
528
$
309
$
9,406
For the Six Months Ended March 31, 2015
One- to Four-
One- to Four-
One- to Four-
Multi-family
Family -
Family -
Family -
and
Originated
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
6,263
$
2,323
$
8,586
$
400
$
241
$
9,227
Charge-offs
(152
)
(193
)
(345
)
—
(50
)
(395
)
Recoveries
33
58
91
—
35
126
Provision for credit losses
567
(330
)
237
128
83
448
Ending balance
$
6,711
$
1,858
$
8,569
$
528
$
309
$
9,406
21
The following is a summary of the loan portfolio and related ACL balances, at the dates presented, by loan portfolio segment disaggregated by the Company's impairment method. There was
no
ACL for loans individually evaluated for impairment at either date as all potential losses were charged-off.
March 31, 2016
One- to Four-
One- to Four-
One- to Four-
Multi-family
Family -
Family -
Family -
and
Originated
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Recorded investment in loans
collectively evaluated for impairment
$
6,053,352
$
448,166
$
6,501,518
$
125,539
$
127,124
$
6,754,181
Recorded investment in loans
individually evaluated for impairment
12,273
11,213
23,486
—
720
24,206
$
6,065,625
$
459,379
$
6,525,004
$
125,539
$
127,844
$
6,778,387
ACL for loans collectively
evaluated for impairment
$
6,839
$
1,243
$
8,082
$
837
$
274
$
9,193
September 30, 2015
One- to Four-
One- to Four-
One- to Four-
Multi-family
Family -
Family -
Family -
and
Originated
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Recorded investment in loans
collectively evaluated for impairment
$
5,884,498
$
477,340
$
6,361,838
$
120,405
$
129,419
$
6,611,662
Recorded investment in loans
individually evaluated for impairment
11,169
11,035
22,204
—
604
22,808
$
5,895,667
$
488,375
$
6,384,042
$
120,405
$
130,023
$
6,634,470
ACL for loans collectively
evaluated for impairment
$
6,980
$
1,434
$
8,414
$
742
$
287
$
9,443
22
5. LOW INCOME HOUSING PARTNERSHIPS
The Bank's investment in low income housing partnerships, which is included in other assets in the consolidated balance sheets, was
$49.7 million
and
$41.8 million
at
March 31, 2016
and
September 30, 2015
, respectively. The Bank's obligations related to unfunded commitments, which are included in accounts payable and accrued expenses in the consolidated balance sheets, were
$21.6 million
and
$14.6 million
at
March 31, 2016
and
September 30, 2015
, respectively. The majority of the commitments are projected to be funded through the end of calendar year
2018
.
Expenses associated with the Bank's investment in the low income housing partnerships are included in low income housing partnerships in the consolidated statements of income. The low income housing partnership expenses resulted in other tax benefits of
$500 thousand
and
$792 thousand
for the three and six months ended
March 31, 2016
, respectively, which are a component of income tax expense in the consolidated statements of income. Affordable housing tax credits are recognized as a component of income tax expense in the consolidated statements of income and totaled
$1.2 million
and
$2.4 million
for the three and six months ended
March 31, 2016
, respectively. There were
no
impairment losses during the three and six months ended
March 31, 2016
resulting from the forfeiture or ineligibility of tax credits or other circumstances.
6. REPURCHASE AGREEMENTS
At both
March 31, 2016
and
September 30, 2015
, the Company had repurchase agreements outstanding in the amount of
$200.0 million
with a weighted average contractual rate of
2.94%
. All of the Company's repurchase agreements at
March 31, 2016
and
September 30, 2015
were fixed-rate. See Note 3 for information regarding the amount of securities pledged as collateral in conjunction with repurchase agreements. Securities are delivered to the party with whom each transaction is executed and the party agrees to resell the same securities to the Bank at the maturity of the agreement. The Bank retains the right to substitute similar or like securities throughout the terms of the agreements. The repurchase agreements and collateral are subject to valuation at current market levels and the Bank may ask for the return of excess collateral or be required to post additional collateral due to changes in the market values of these items. The Bank may also be required to post additional collateral as a result of principal payments received on the securities pledged.
The following table presents the scheduled maturity of repurchase agreements by fiscal year as of
March 31, 2016
:
Amount
(Dollars in thousands)
2016
$
—
2017
—
2018
100,000
2019
—
2020
100,000
Thereafter
—
$
200,000
23
7. FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair Value Measurements
- The Company uses fair value measurements to record fair value adjustments to certain assets and to determine fair value disclosures in accordance with Accounting Standards Codification ("ASC") 820 and ASC 825. The Company did not have any liabilities that were measured at fair value at
March 31, 2016
or
September 30, 2015
. The Company's AFS securities are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other assets or liabilities on a non-recurring basis, such as OREO and loans individually evaluated for impairment. These non-recurring fair value adjustments involve the application of lower-of-cost-or-fair value accounting or write-downs of individual assets.
The Company groups its assets at fair value in three levels based on the markets in which the assets are traded and the reliability of the assumptions used to determine fair value. These levels are:
•
Level 1 - Valuation is based upon quoted prices for identical instruments traded in active markets.
•
Level 2 - Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
•
Level 3 - Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect the Company's own estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include the use of option pricing models, discounted cash flow models, and similar techniques. The results cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the asset or liability.
The Company bases its fair values on the price that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.
The following is a description of valuation methodologies used for assets measured at fair value on a recurring basis.
AFS Securities
- The Company's AFS securities portfolio is carried at estimated fair value, with any unrealized gains and losses, net of taxes, reported as AOCI in stockholders' equity. The majority of the securities within the AFS portfolio were issued by GSEs. The Company primarily uses prices obtained from third party pricing services to determine the fair value of its securities. On a quarterly basis, management corroborates a sample of prices obtained from the third party pricing service for Level 2 securities by comparing them to an independent source. If the price provided by the independent source varies by more than a predetermined percentage from the price received from the third party pricing service, then the variance is researched by management. The Company did not have to adjust prices obtained from the third party pricing service when determining the fair value of its securities during the six months ended
March 31, 2016
or during fiscal year 2015. The Company's major security types, based on the nature and risks of the securities, are:
•
GSE Debentures - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking any embedded options into consideration and are discounted using current market yields for similar securities. (Level 2)
•
MBS - Estimated fair values are based on a discounted cash flow method. Cash flows are determined based on prepayment projections of the underlying mortgages and are discounted using current market yields for benchmark securities. (Level 2)
•
Municipal Bonds - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking any embedded options into consideration and are discounted using current market yields for securities with similar credit profiles. (Level 2)
•
Trust Preferred Securities - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking prepayment and underlying credit considerations into account. The discount rates are derived from secondary trades and bid/offer prices. (Level 3)
24
The following tables provide the level of valuation assumption used to determine the carrying value of the Company's assets measured at fair value on a recurring basis at the dates presented.
March 31, 2016
Quoted Prices
Significant
Significant
in Active Markets
Other Observable
Unobservable
Carrying
for Identical Assets
Inputs
Inputs
Value
(Level 1)
(Level 2)
(Level 3)
(Dollars in thousands)
AFS Securities:
GSE debentures
$
472,451
$
—
$
472,451
$
—
MBS
203,033
—
203,033
—
Municipal bonds
142
—
142
—
Trust preferred securities
1,790
—
—
1,790
$
677,416
$
—
$
675,626
$
1,790
September 30, 2015
Quoted Prices
Significant
Significant
in Active Markets
Other Observable
Unobservable
Carrying
for Identical Assets
Inputs
Inputs
Value
(Level 1)
(Level 2)
(Level 3)
(Dollars in thousands)
AFS Securities:
GSE debentures
$
526,620
$
—
$
526,620
$
—
MBS
229,491
—
229,491
—
Municipal bonds
144
—
144
—
Trust preferred securities
1,916
—
—
1,916
$
758,171
$
—
$
756,255
$
1,916
The Company's Level 3 AFS securities had no activity during the three and six months ended
March 31, 2016
, except for principal repayments of
$26 thousand
and
$31 thousand
, respectively, and increases in net unrealized losses included in other comprehensive income of
$29 thousand
and
$68 thousand
, respectively. The Company's Level 3 AFS securities had no activity during the three and six months ended
March 31, 2015
, except for principal repayments of
$167 thousand
and
$193 thousand
, respectively, and increases in net unrealized losses included in other comprehensive income of
$3 thousand
and
$54 thousand
, respectively.
The following is a description of valuation methodologies used for significant assets measured at fair value on a non-recurring basis.
Loans Receivable
- The balance of loans individually evaluated for impairment at
March 31, 2016
and
September 30, 2015
was
$24.2 million
and
$22.8 million
, respectively. Substantially all of these loans were secured by residential real estate and were individually evaluated to determine if the carrying value of the loan was in excess of the fair value of the collateral, less estimated selling costs of
10%
. When no impairment is indicated, the carrying amount is considered to approximate fair value. Fair values were estimated through current appraisals or current Federal Housing Finance Agency ("FHFA") housing price indices, which is a broad based measure of the movement of single-family house prices and is a weighted, repeat-sales index. Management does not adjust or apply a discount to the appraised value or FHFA housing price indices, except for the estimated sales costs noted above. The primary significant unobservable input for impaired loans with fair values estimated using appraisals was the appraisal. Fair values of impaired loans cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the loan and, as such, are classified as Level 3. Based on this evaluation, the Bank charged-off any loss amounts as of
March 31, 2016
and
September 30, 2015
; therefore, there was
no
ACL related to these loans.
OREO
- OREO primarily represents real estate acquired as a result of foreclosure or by deed in lieu of foreclosure and is carried at lower-of-cost or fair value. Fair value is estimated through current appraisals or listing prices, less estimated selling costs of
10%
. Management does not adjust or apply a discount to the appraised value or listing prices, except for the estimated sales costs noted above. The primary significant unobservable input for OREO was the appraisal or listing price. Fair values of foreclosed property
25
cannot be determined with precision and may not be realized in an actual sale of the property and, as such, are classified as Level 3. The fair value of OREO at
March 31, 2016
and
September 30, 2015
was
$5.8 million
and
$4.3 million
, respectively.
The following tables provide the level of valuation assumptions used to determine the carrying value of the Company's assets measured at fair value on a non-recurring basis at the dates presented.
March 31, 2016
Quoted Prices
Significant
Significant
in Active Markets
Other Observable
Unobservable
Carrying
for Identical Assets
Inputs
Inputs
Value
(Level 1)
(Level 2)
(Level 3)
(Dollars in thousands)
Loans individually evaluated for impairment
$
24,156
$
—
$
—
$
24,156
OREO
5,844
—
—
5,844
$
30,000
$
—
$
—
$
30,000
September 30, 2015
Quoted Prices
Significant
Significant
in Active Markets
Other Observable
Unobservable
Carrying
for Identical Assets
Inputs
Inputs
Value
(Level 1)
(Level 2)
(Level 3)
(Dollars in thousands)
Loans individually evaluated for impairment
$
22,762
$
—
$
—
$
22,762
OREO
4,333
—
—
4,333
$
27,095
$
—
$
—
$
27,095
Fair Value Disclosures
- The Company determined estimated fair value amounts using available market information and
from a variety of valuation methodologies. However, considerable judgment is required to interpret market data to develop the estimates of fair value. Accordingly, the estimates presented are not necessarily indicative of the amount the Company could realize in a current market exchange. The use of different market assumptions and estimation methodologies may have a material impact on the estimated fair value amounts. The fair value estimates presented herein were based on pertinent information available to management as of the dates presented.
The carrying amounts and estimated fair values of the Company's financial instruments, at the dates presented, were as follows:
March 31, 2016
September 30, 2015
Estimated
Estimated
Carrying
Fair
Carrying
Fair
Amount
Value
Amount
Value
(Dollars in thousands)
Assets:
Cash and cash equivalents
$
203,811
$
203,811
$
772,632
$
772,632
AFS securities
677,416
677,416
758,171
758,171
HTM securities
1,270,849
1,293,441
1,271,122
1,295,274
Loans receivable
6,769,194
7,057,287
6,625,027
6,870,176
FHLB stock
114,381
114,381
150,543
150,543
Liabilities:
Deposits
5,119,829
5,163,254
4,832,520
4,869,312
FHLB borrowings
2,471,656
2,541,045
3,270,521
3,339,650
Repurchase agreements
200,000
208,779
200,000
209,807
26
The following methods and assumptions were used to estimate the fair value of the financial instruments:
Cash and Cash Equivalents
- The carrying amounts of cash and cash equivalents are considered to approximate their fair value due to the nature of the financial assets. (Level 1)
HTM Securities
- Estimated fair values of securities are based on one of three methods: (1) quoted market prices where available; (2) quoted market prices for similar instruments if quoted market prices are not available; (3) unobservable data that represents the Bank's assumptions about items that market participants would consider in determining fair value where no market data is available. HTM securities are carried at amortized cost. (Level 2)
Loans Receivable
- The fair value of one- to four-family loans and home equity loans are generally estimated using the present value of expected future cash flows, assuming future prepayments and using discount factors determined by prices obtained from securitization markets, less a discount for the cost of servicing and lack of liquidity. The estimated fair value of the Bank's multi-family, commercial, and consumer loans are based on the expected future cash flows assuming future prepayments and discount factors based on current offering rates. (Level 3)
FHLB stock
- The carrying value and estimated fair value of FHLB stock equals cost, which is based on redemption at par value. (Level 1)
Deposits
- The estimated fair value of demand deposits, savings, and money market accounts is the amount payable on demand at the reporting date. The estimated fair value of these deposits at
March 31, 2016
and
September 30, 2015
was
$2.31 billion
and
$2.20 billion
, respectively. (Level 1) The fair value of certificates of deposit is estimated by discounting future cash flows using current London Interbank Offered Rates ("LIBOR"). The estimated fair value of certificates of deposit at
March 31, 2016
and
September 30, 2015
was
$2.85 billion
and
$2.67 billion
, respectively. (Level 2)
FHLB borrowings and Repurchase Agreements -
The fair value of fixed-maturity borrowed funds is estimated by discounting estimated future cash flows using current offer rates. (Level 2) The carrying value of FHLB line of credit is considered to approximate its fair value due to the nature of the financial liability. (Level 1)
27
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The Company and its wholly-owned subsidiary may, from time to time, make written or oral "forward-looking statements," including statements contained in documents filed or furnished by the Company with the SEC. These forward-looking statements may be included in this Quarterly Report on Form 10-Q, in the Company's reports to stockholders, in the Company's press releases, and in other communications by the Company, which are made in good faith by us pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements include statements about our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, which are subject to significant risks and uncertainties, and are subject to change based on various factors, some of which are beyond our control. The words "may," "could," "should," "would," "believe," "anticipate," "estimate," "expect," "intend," "plan" and other similar expressions are intended to identify forward-looking statements. The following factors, among others, could cause our future results to differ materially from the plans, objectives, goals, expectations, anticipations, estimates and intentions expressed in the forward-looking statements:
•
our ability to maintain overhead costs at reasonable levels;
•
our ability to originate and purchase a sufficient volume of one- to four-family loans in order to maintain the balance of that portfolio at a level desired by management;
•
our ability to invest funds in wholesale or secondary markets at favorable yields compared to the related funding source;
•
our ability to access cost-effective funding;
•
the future earnings and capital levels of the Bank and the continued non-objection by our primary federal banking regulators, to the extent required, to distribute capital from the Bank to the Company, which could affect the ability of the Company to pay dividends in accordance with its dividend policy;
•
fluctuations in deposit flows, loan demand, and/or real estate values, as well as unemployment levels, which may adversely affect our business;
•
the credit risks of lending and investing activities, including changes in the level and direction of loan delinquencies and charge-offs, changes in home values, and changes in estimates of the adequacy of the ACL;
•
results of examinations of the Bank and the Company by their respective primary federal banking regulators, including the possibility that the regulators may, among other things, require us to increase our ACL;
•
changes in accounting principles, policies, or guidelines;
•
the strength of the U.S. economy in general and the strength of the local economies in which we conduct operations, including areas where we have purchased large amounts of correspondent loans and loan participations;
•
the effects of, and changes in, trade, fiscal policies and laws, and monetary and interest rate policies of the Board of Governors of the Federal Reserve System ("FRB");
•
the effects of, and changes in, foreign and military policies of the United States government;
•
inflation, interest rate, market, monetary, and currency fluctuations;
•
the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users, including the features, pricing, and quality compared to competitors' products and services;
•
the willingness of users to substitute competitors' products and services for our products and services;
•
our success in gaining regulatory approval of our products and services and branching locations, when required;
•
the impact of changes in financial services laws and regulations, including laws concerning taxes, banking, securities, consumer protection and insurance and the impact of other governmental initiatives affecting the financial services industry;
•
implementing business initiatives may be more difficult or expensive than anticipated;
•
significant litigation;
•
technological changes;
•
acquisitions and dispositions;
•
changes in consumer spending and saving habits; and
•
our success at managing the risks involved in our business.
This list of important factors is not all inclusive. We do not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company or the Bank.
As used in this Form 10-Q, unless the context indicates otherwise, "the Company," "we," "us," and "our" refer to Capitol Federal Financial, Inc. a Maryland corporation, and its consolidated subsidiaries. "Capitol Federal Savings," and "the Bank," refer to Capitol Federal Savings Bank, a federal savings bank and the wholly-owned subsidiary of Capitol Federal Financial, Inc.
The following discussion and analysis is intended to assist in understanding the financial condition, results of operations, liquidity, and capital resources of the Company. The Bank comprises almost all of the consolidated assets and liabilities of the Company and the Company is dependent primarily upon the performance of the Bank for the results of its operations. Because of this relationship, references to management actions, strategies and results of actions apply to both the Bank and the Company. This discussion and
28
analysis should be read in conjunction with Management's Discussion and Analysis included in the Company's Annual Report on Form 10-K for the fiscal year ended
September 30, 2015
, filed with the SEC.
Executive Summary
The following summary should be read in conjunction with the Management's Discussion and Analysis of Financial Condition and Results of Operations section in its entirety.
We have been, and intend to continue to be, a community-oriented financial institution offering a variety of financial services to meet the needs of the communities we serve. We attract retail deposits from the general public and invest those funds primarily in permanent loans secured by first mortgages on owner-occupied, one- to four-family residences. We also originate consumer loans primarily secured by mortgages on one- to four-family residences, commercial and multi-family real estate loans, and construction loans secured by residential, multi-family, or commercial real estate. While our primary business is the origination of one- to four-family mortgage loans funded through retail deposits, we also purchase whole one- to four-family mortgage loans from correspondent and nationwide lenders, participate in loans with other lenders that are secured by multi-family or commercial real estate, and invest in certain investment securities and MBS using funding from deposits, FHLB borrowings, and repurchase agreements.
The Company's results of operations are primarily dependent on net interest income, which is the difference between the interest earned on loans, MBS, investment securities, and cash, and the interest paid on deposits and borrowings. On a weekly basis, management reviews deposit flows, loan demand, cash levels, and changes in several market rates to assess all pricing strategies. The Bank's pricing strategy for first mortgage loan products includes setting interest rates based on secondary market prices and local competitor pricing for our local lending markets, and secondary market prices and national competitor pricing for our correspondent lending markets. Generally, deposit pricing is based upon a survey of competitors in the Bank's market areas, and the need to attract funding and retain maturing deposits. The majority of our loans are fixed-rate products with maturities up to 30 years, while the majority of our retail deposits have maturity or repricing dates of less than two years.
The Company is significantly affected by prevailing economic conditions, including federal monetary and fiscal policies and federal regulation of financial institutions. Retail deposit balances are influenced by a number of factors, including interest rates paid on competing investment products, the level of personal income, and the personal rate of savings within our market areas. Lending activities are influenced by the demand for housing and other loans, our loan underwriting guidelines compared to those of our competitors, as well as interest rate pricing competition from other lending institutions.
Economic conditions in the Bank's local market areas have a significant impact on the ability of borrowers to repay loans and the value of the collateral securing these loans. The industries in our market areas are diversified, especially in the Kansas City metropolitan statistical area, which comprises the largest segment of our loan portfolio and deposit base. As of
March 2016
, the unemployment rate was 3.9% for Kansas and 4.2% for Missouri, compared to the national average of 5.0%, based on information from the Bureau of Labor Statistics. The Kansas City market area has an average household income of approximately $75 thousand per annum, based on 2015 estimates from the American Community Survey, which is a statistical survey by the U.S. Census Bureau. The average household income in our combined market areas is approximately $70 thousand per annum, with 90% of the population at or above the poverty level, also based on the 2015 estimates from the American Community Survey. The FHFA price index for Kansas and Missouri has not experienced significant fluctuations during the past 10 years, unlike other market areas of the United States, which indicates relative stability in property values in our local market areas.
For the quarter ended
March 31, 2016
, the Company recognized net income of
$21.5 million
, or
$0.16
per share, compared to net income of
$19.2 million
, or
$0.14
per share, for the quarter ended
March 31, 2015
. The
$2.3 million
, or
11.9%
, increase in net income was due primarily to a $1.8 million increase in net interest income and a $1.3 million increase in non-interest income, specifically an increase in income from BOLI. Net income attributable to the daily leverage strategy was $561 thousand during the current quarter, compared to $682 thousand for the prior year quarter.
The net interest margin increased seven basis points, from
1.71%
for the prior year quarter to
1.78%
for the current year quarter. Excluding the effects of the daily leverage strategy, the net interest margin would have increased nine basis points, from 2.04% for the prior year quarter to 2.13% for the current year quarter. The increase in the net interest margin was due mainly to a decrease in interest expense on term borrowings.
For the
six month period
ended
March 31, 2016
, the Company recognized net income of
$42.2 million
, or
$0.32
per share, compared to net income of
$39.7 million
, or
$0.29
per share, for the
six month period
ended
March 31, 2015
. The
$2.5 million
, or
6.4%
, increase in net income was due primarily to a $1.7 million increase in net interest income and a $1.7 million increase in non-interest income, partially offset by a $1.0 million increase in non-interest expense. Net income attributable to the daily leverage strategy was $1.1 million during the current year
six month period
, compared to $1.5 million for the prior year
six month period
. The decrease in
29
the net income attributable to the daily leverage strategy was due to an increase in the FHLB line of credit borrowings rate, which was larger than the increase in the average yield earned on the cash at the Federal Reserve Bank.
The net interest margin increased three basis points, from
1.73%
for the prior year
six month period
, to
1.76%
for the current year
six month period
. Excluding the effects of the daily leverage strategy, the net interest margin would have increased four basis points, from 2.08% for the prior year
six month period
to 2.12% for the current year
six month period
. The increase in the net interest margin was due mainly to a decrease in interest expense on term borrowings.
Total assets were
$9.32 billion
at
March 31, 2016
compared to
$9.84 billion
at
September 30, 2015
. The
$527.5 million
decrease
was due primarily to a $568.8 million decrease in cash and cash equivalents and $36.2 million decrease in FHLB stock, both due to the removal of the entire daily leverage strategy at
March 31, 2016
compared to $700.0 million of the daily leverage strategy being in place at September 30, 2015.
The loans receivable portfolio, net, increased
$144.2 million
, to
$6.77 billion
at
March 31, 2016
, from
$6.63 billion
at
September 30, 2015
. This growth was primarily funded with cash flows from the securities portfolio and growth in the deposit portfolio. During the current year
six month period
, the Bank originated and refinanced
$348.3 million
of loans with a weighted average rate of
3.68%
, purchased
$291.9 million
of loans from correspondent lenders with a weighted average rate of
3.52%
, and purchased participations of
$112.0 million
of multi-family and commercial real estate and construction-to-permanent loans with a weighted average rate of
3.80%
.
As previously indicated in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2015, we have continued to expand our multi-family and commercial real estate portfolio, especially commercial construction-to-permanent loans, through loan participations with our correspondent lenders and other lead banks. These types of loans tend to be larger and in different geographic regions from most of our existing loan portfolio and are generally considered to have different and greater risks than one- to four-family residential real estate loans. The net amount of multi-family and commercial loans as of March 31, 2016 was $126.1 million and the undisbursed loan amounts and total commitments as of March 31, 2016 were $208.0 million, resulting in a total concentration of $334.1 million at March 31, 2016. For more information regarding these participations and their potential risks, see "Part I, Item 1. Business - Multi-Family and Commercial Lending” and "Part I, Item 1A - Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2015.
Total liabilities were
$7.91 billion
at
March 31, 2016
compared to
$8.43 billion
at
September 30, 2015
. The
$514.7 million
decrease
was due primarily to a $798.9 million decrease in FHLB borrowings largely as a result of the removal of the entire daily leverage strategy at
March 31, 2016
, along with a $100.0 million decrease in FHLB advances, partially offset by a $287.3 million increase in the deposit portfolio. Management intends to continue to remove the entire daily leverage strategy at each quarter end during fiscal year 2016, and reinstate the strategy at the beginning of the next quarter. The growth in deposits during the current year six month period was primarily in the retail certificate of deposit, checking, and wholesale certificate of deposit portfolios, which increased $100.8 million, $77.1 million, and $73.9 million, respectively.
Stockholders' equity was
$1.40 billion
at
March 31, 2016
compared to
$1.42 billion
at
September 30, 2015
. The $
12.8 million
decrease
between dates was due primarily to the payment of
$55.9 million
in cash dividends, partially offset by net income of
$42.2 million
.
Available Information
Financial and other Company information, including press releases, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all amendments to those reports can be obtained free of charge from our investor relations website, http://ir.capfed.com. SEC filings are available on our website immediately after they are electronically filed with or furnished to the SEC, and are also available on the SEC's website at www.sec.gov.
Critical Accounting Policies
Our most critical accounting policies are the methodologies used to determine the ACL and fair value measurements. These policies are important to the presentation of our financial condition and results of operations, involve a high degree of complexity, and require management to make difficult and subjective judgments that may require assumptions or estimates about highly uncertain matters. The use of different judgments, assumptions, and estimates could cause reported results to differ materially. These critical accounting policies and their application are reviewed at least annually by the audit committee of our Board of Directors. For a full discussion of our critical accounting policies, see Item 7 - "Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies" in the Company's Annual Report on Form 10-K for the fiscal year ended
September 30, 2015
.
30
Financial
Condition
The following table presents selected balance sheet information as of the dates indicated.
March 31,
December 31,
September 30,
June 30,
March 31,
2016
2015
2015
2015
2015
(Dollars in thousands)
Total assets
$
9,316,684
$
9,133,422
$
9,844,161
$
9,131,181
$
10,023,099
Cash and cash equivalents
203,811
232,354
772,632
46,668
1,021,150
AFS securities
677,416
636,970
758,171
847,059
842,856
HTM securities
1,270,849
1,199,978
1,271,122
1,359,657
1,425,383
Loans receivable, net
6,769,194
6,665,128
6,625,027
6,496,468
6,365,320
FHLB stock
114,381
119,027
150,543
166,257
154,951
Deposits
5,119,829
4,972,480
4,832,520
4,813,188
4,837,274
FHLB borrowings
2,471,656
2,471,272
3,270,521
2,572,898
3,371,970
Repurchase agreements
200,000
200,000
200,000
220,000
220,000
Stockholders' equity
1,403,408
1,390,833
1,416,226
1,426,723
1,476,656
Equity to total assets at end of period
15.1
%
15.2
%
14.4
%
15.6
%
14.7
%
Assets.
Total assets were $9.32 billion at March 31, 2016 compared to $9.84 billion at September 30, 2015. The $527.5 million decrease was due primarily to a $568.8 million decrease in cash and cash equivalents and a $36.2 million decrease in FHLB stock, both due to the removal of the entire daily leverage strategy at March 31, 2016 compared to $700.0 million of the daily leverage strategy being in place at September 30, 2015. The entire $2.10 billion daily leverage strategy was reinstated on April 1, 2016.
Loans Receivable.
Loans receivable, net, increased $144.2 million, to $6.77 billion at March 31, 2016, from $6.63 billion at September 30, 2015. The growth in the loan portfolio during the current year six month period was primarily in the correspondent one- to four-family purchased loan portfolio and was largely funded with cash flows from the securities portfolio and deposit growth.
31
The following table presents the balance and weighted average rate of our loan portfolio as of the dates indicated. Within the one- to four-family loan portfolio at
March 31, 2016
, 62% of the loans had a balance at origination of less than $417 thousand.
March 31, 2016
September 30, 2015
Amount
Rate
Amount
Rate
(Dollars in thousands)
Real estate loans:
One- to four-family:
Originated
$
4,002,874
3.81
%
$
4,010,517
3.84
%
Correspondent purchased
2,016,685
3.52
1,846,213
3.52
Bulk purchased
456,876
2.23
485,682
2.25
Construction
76,457
3.51
75,152
3.57
Total
6,552,892
3.61
6,417,564
3.62
Multi-family and commercial:
Permanent
112,414
4.15
110,938
4.14
Construction
153,231
3.91
54,768
4.13
Total
265,645
4.01
165,706
4.14
Total real estate loans
6,818,537
3.62
6,583,270
3.64
Consumer loans:
Home equity
123,565
5.07
125,844
5.00
Other
4,279
4.17
4,179
4.03
Total consumer loans
127,844
5.04
130,023
4.97
Total loans receivable
6,946,381
3.65
6,713,293
3.66
Less:
Undisbursed loan funds:
One- to four-family
42,906
45,696
Multi-family and commercial
139,495
44,869
ACL
9,193
9,443
Discounts/unearned loan fees
24,347
24,213
Premiums/deferred costs
(38,754
)
(35,955
)
Total loans receivable, net
$
6,769,194
$
6,625,027
32
Loan Activity
-
The following table summarizes activity in the loan portfolio, along with weighted average rates where applicable, for the periods indicated, excluding changes in undisbursed loan funds, ACL, discounts/unearned loan fees, and premiums/deferred costs. Loans that were paid-off as a result of refinances are included in repayments. Loan endorsements are not included in the activity in the following table because a new loan is not generated at the time of the endorsement. The endorsed balance and rate are included in the ending loan portfolio balance and rate. During the three and six months ended
March 31, 2016
, the Bank endorsed $20.6 million and $44.1 million of one- to four-family loans, respectively, reducing the average rate on those loans by 77 and 84 basis points, respectively.
For the Three Months Ended
March 31, 2016
December 31, 2015
September 30, 2015
June 30, 2015
Amount
Rate
Amount
Rate
Amount
Rate
Amount
Rate
(Dollars in thousands)
Beginning balance
$
6,753,249
3.65
%
$
6,713,293
3.66
%
$
6,547,702
3.67
%
$
6,418,780
3.71
%
Originated and refinanced:
Fixed
117,205
3.65
157,447
3.67
165,646
3.73
207,895
3.50
Adjustable
35,495
3.77
38,117
3.74
51,634
3.59
47,609
3.55
Purchased and participations:
Fixed
249,017
3.68
101,644
3.69
164,397
3.64
147,887
3.51
Adjustable
27,355
2.93
25,861
3.17
65,722
3.69
29,046
2.92
Repayments
(235,202
)
(280,978
)
(280,671
)
(301,835
)
Principal charge-offs, net
(8
)
(242
)
(158
)
(128
)
Other
(730
)
(1,893
)
(979
)
(1,552
)
Ending balance
$
6,946,381
3.65
$
6,753,249
3.65
$
6,713,293
3.66
$
6,547,702
3.67
For the Six Months Ended
March 31, 2016
March 31, 2015
Amount
Rate
Amount
Rate
(Dollars in thousands)
Beginning balance
$
6,713,293
3.66
%
$
6,289,519
3.76
%
Originations and refinances:
Fixed
274,652
3.66
232,802
3.60
Adjustable
73,612
3.75
74,931
3.69
Purchases and participations:
Fixed
350,661
3.68
238,744
3.63
Adjustable
53,216
3.05
65,563
2.94
Repayments
(516,180
)
(479,362
)
Principal charge-offs, net
(250
)
(269
)
Other
(2,623
)
(3,148
)
Ending balance
$
6,946,381
3.65
$
6,418,780
3.71
33
The following tables present loan origination, refinance, and purchase activity for the periods indicated, excluding endorsement activity, along with associated weighted average rates and percent of total. Loan originations, purchases, and refinances are reported together. The fixed-rate one- to four-family loans less than or equal to 15 years have an original maturity at origination of less than or equal to 15 years, while fixed-rate one- to four-family loans greater than 15 years have an original maturity at origination of greater than 15 years. The adjustable-rate one- to four-family loans less than or equal to 36 months have a term to first reset of less than or equal to 36 months at origination and adjustable-rate one- to four-family loans greater than 36 months have a term to first reset of greater than 36 months at origination.
For the Three Months Ended
March 31, 2016
March 31, 2015
Amount
Rate
% of Total
Amount
Rate
% of Total
(Dollars in thousands)
Fixed-rate:
One- to four-family:
<= 15 years
$
58,468
3.05
%
13.6
%
$
87,435
2.96
%
24.7
%
> 15 years
199,081
3.77
46.4
181,668
3.79
51.3
Multi-family and commercial real estate
107,560
3.80
25.1
5,900
3.45
1.7
Home equity
885
5.94
0.2
659
6.08
0.2
Other
228
9.85
0.1
240
7.34
0.1
Total fixed-rate
366,222
3.67
85.4
275,902
3.53
78.0
Adjustable-rate:
One- to four-family:
<= 36 months
918
2.70
0.2
1,073
2.62
0.3
> 36 months
45,074
2.97
10.5
61,277
2.94
17.3
Multi-family and commercial real estate
—
—
—
—
—
—
Home equity
15,911
4.67
3.7
15,144
4.57
4.3
Other
947
3.48
0.2
417
2.99
0.1
Total adjustable-rate
62,850
3.40
14.6
77,911
3.26
22.0
Total originated, refinanced and purchased
$
429,072
3.63
100.0
%
$
353,813
3.47
100.0
%
Purchased and participation loans included above:
Fixed-rate:
Correspondent - one- to four-family
$
145,957
3.62
$
138,470
3.57
Participations - multi-family and commercial real estate
103,060
3.76
5,900
3.45
Total fixed-rate purchased/participations
249,017
3.68
144,370
3.56
Adjustable-rate:
Correspondent - one- to four-family
27,355
2.93
41,858
2.94
Total purchased/participation loans
$
276,372
3.60
$
186,228
3.42
34
For the Six Months Ended
March 31, 2016
March 31, 2015
Amount
Rate
% of Total
Amount
Rate
% of Total
(Dollars in thousands)
Fixed-rate:
One- to four-family:
<= 15 years
$
118,895
3.03
%
15.8
%
$
147,320
3.03
%
24.1
%
> 15 years
365,464
3.78
48.6
298,987
3.88
48.9
Multi-family and commercial real estate
138,724
3.90
18.4
23,250
3.69
3.8
Home equity
1,778
5.79
0.2
1,547
6.16
0.2
Other
452
9.14
0.1
442
7.68
0.1
Total fixed-rate
625,313
3.67
83.1
471,546
3.62
77.1
Adjustable-rate:
One- to four-family:
<= 36 months
1,822
2.68
0.2
2,440
2.63
0.4
> 36 months
86,171
2.99
11.6
104,807
2.97
17.1
Multi-family and commercial real estate
3,376
4.25
0.4
—
—
—
Home equity
33,970
4.59
4.5
32,405
4.60
5.3
Other
1,489
3.46
0.2
842
3.17
0.1
Total adjustable-rate
126,828
3.46
16.9
140,494
3.34
22.9
Total originated, refinanced and purchased
$
752,141
3.64
100.0
%
$
612,040
3.55
100.0
%
Purchased and participation loans included above:
Fixed-rate:
Correspondent - one- to four-family
$
242,068
3.64
$
217,174
3.63
Participations - multi-family and commercial real estate
108,593
3.79
21,570
3.70
Total fixed-rate purchased/participations
350,661
3.68
238,744
3.63
Adjustable-rate:
Correspondent - one- to four-family
49,840
2.96
65,563
2.94
Participations - multi-family and commercial real estate
3,376
4.25
—
—
Total adjustable-rate purchased/participations
53,216
3.05
65,563
2.94
Total purchased/participation loans
$
403,877
3.60
$
304,307
3.49
One- to Four-Family Loans
- The following table presents, for our portfolio of one- to four-family loans, the balance, percentage of total, weighted average credit score, weighted average LTV ratio, and the average balance per loan as of the dates presented. Credit scores are updated at least semiannually, with the latest update in March 2016, from a nationally recognized consumer rating agency. The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. In most cases, the most recent appraisal was obtained at the time of origination.
March 31, 2016
September 30, 2015
% of
Credit
Average
% of
Credit
Average
Amount
Total
Score
LTV
Balance
Amount
Total
Score
LTV
Balance
(Dollars in thousands)
Originated
$
4,002,874
61.8
%
765
63
%
$
130
$
4,010,517
63.2
%
765
64
%
$
129
Correspondent purchased
2,016,685
31.1
764
68
348
1,846,213
29.1
764
68
344
Bulk purchased
456,876
7.1
753
65
308
485,682
7.7
752
65
310
$
6,476,435
100.0
%
764
65
170
$
6,342,412
100.0
%
764
65
167
35
T
he following ta
ble presents originated, refinanced, and correspondent purchased activity in our one- to four-family loan portfolio, excluding endorsement activity, along with associated weighted average LTVs and weighted average credit scores for the periods indicated. Of the loans originated and refinanced during the current year
six month period
, 76% had loan values of $417 thousand or less. Of the correspondent loans purchased during the current year
six month period
, 24% had loan values of $417 thousand or less.
For the Three Months Ended
March 31, 2016
March 31, 2015
Credit
Credit
Amount
LTV
Score
Amount
LTV
Score
(Dollars in thousands)
Originated
$
101,405
77
%
766
$
115,606
76
%
769
Refinanced by Bank customers
28,824
69
768
35,519
68
772
Correspondent purchased
173,312
74
765
180,328
73
764
$
303,541
75
766
$
331,453
74
767
For the Six Months Ended
March 31, 2016
March 31, 2015
Credit
Credit
Amount
LTV
Score
Amount
LTV
Score
(Dollars in thousands)
Originated
$
215,061
76
%
766
$
212,615
76
%
769
Refinanced by Bank customers
65,383
69
769
58,202
67
769
Correspondent purchased
291,908
74
764
282,737
74
765
$
572,352
74
766
$
553,554
74
767
The following table presents the amount, percent of total, and weighted average rate, by state, of one- to four-family loan originations and correspondent purchases where originations and purchases in the state exceeded five percent of the total amount originated and purchased during the
six month period
ended
March 31, 2016
.
For the Three Months Ended
For the Six Months Ended
March 31, 2016
March 31, 2016
State
Amount
% of Total
Rate
Amount
% of Total
Rate
(Dollars in thousands)
Kansas
$
125,779
41.5
%
3.50
%
$
258,415
45.2
%
3.49
%
Missouri
51,389
16.9
3.53
109,081
19.1
3.53
Texas
58,282
19.2
3.47
88,987
15.5
3.48
Tennessee
16,418
5.4
3.60
31,581
5.5
3.55
Other states
51,673
17.0
3.51
84,288
14.7
3.52
$
303,541
100.0
%
3.51
$
572,352
100.0
%
3.50
36
One- to Four-Family Loan Commitments -
The following table summarizes our one- to four-family loan origination and refinance commitments and one- to four-family correspondent purchase commitments as of
March 31, 2016
, along with associated weighted average rates. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a rate lock fee. A percentage of the commitments are expected to expire unfunded, so the amounts reflected in the table below are not necessarily indicative of future cash requirements.
Fixed-Rate
15 years
More than
Adjustable-
Total
or less
15 years
Rate
Amount
Rate
(Dollars in thousands)
Originate/refinance
$
12,584
$
49,661
$
17,612
$
79,857
3.46
%
Correspondent
10,958
85,669
11,178
107,805
3.73
$
23,542
$
135,330
$
28,790
$
187,662
3.62
Rate
3.08
%
3.83
%
3.02
%
Multi-Family and Commercial Real Estate Loans -
Multi-family and commercial real estate permanent and construction loans are originated or participated in based on the income producing potential of the property, the collateral value, and the financial strength of the borrower. Additionally, the Bank generally requires personal guarantees. The Bank generally requires a minimum debt service coverage ratio of 1.25 and limits LTV ratios to 80% for multi-family and commercial real estate loans depending on the property type.
During the current quarter, the Bank continued to grow the commercial construction-to-permanent and permanent loan portfolio through the correspondent lending channel by purchasing participations of $103.1 million, including $94.8 million of commercial construction-to-permanent loans with gross loan amounts ranging from $14.8 million to $50.0 million and funding periods of up to three years. At March 31, 2016, the Bank also had $68.5 million of outstanding commercial construction-to-permanent loan commitments. The Bank intends to continue to grow its commercial construction-to-permanent and permanent loan portfolio, largely through participations with correspondent lenders and other lead banks with which the Bank already has commercial construction-to-permanent and permanent loan relationships.
The following table presents multi-family and commercial real estate and construction loans and commitments by industry classification, as defined by the North American Industry Classification System, as of
March 31, 2016
.
Unpaid
Undisbursed
Gross Loan
Outstanding
% of
Principal
Amount
Amount
Commitments
Total
Total
(Dollars in thousands)
Accommodation and food services
$
51,209
$
91,358
$
142,567
$
—
$
142,567
42.7
%
Health care and social assistance
11,200
45,554
56,754
—
56,754
17.0
Real estate rental and leasing
14,805
581
15,386
34,000
49,386
14.8
Arts, entertainment, and recreation
—
—
—
34,480
34,480
10.3
Multi-family
17,378
2,002
19,380
—
19,380
5.8
Retail trade
19,277
—
19,277
—
19,277
5.7
Other
12,281
—
12,281
—
12,281
3.7
$
126,150
$
139,495
$
265,645
$
68,480
$
334,125
100.0
%
37
The following table summarizes multi-family and commercial real estate and construction loans and commitments by state as of
March 31, 2016
.
Unpaid
Undisbursed
Gross Loan
Outstanding
% of
Principal
Amount
Amount
Commitments
Total
Total
(Dollars in thousands)
Texas
$
21,318
$
93,407
$
114,725
$
34,000
$
148,725
44.5
%
Kansas
45,138
—
45,138
34,480
79,618
23.9
Missouri
34,008
45,554
79,562
—
79,562
23.8
Colorado
14,945
534
15,479
—
15,479
4.6
Arkansas
8,306
—
8,306
—
8,306
2.5
California
2,435
—
2,435
—
2,435
0.7
$
126,150
$
139,495
$
265,645
$
68,480
$
334,125
100.0
%
The following table presents the Bank's multi-family and commercial real estate and construction loan portfolio and outstanding commitments, categorized by gross loan amount (unpaid principal plus undisbursed amounts) or outstanding commitment amount, as of
March 31, 2016
.
Count
Amount
(Dollars in thousands)
Greater than $30 million
4
153,716
>$15 to $30 million
2
54,668
>$10 to $15 million
3
38,483
>$5 to $10 million
3
23,705
$1 to $5 million
21
58,797
Less than $1 million
14
4,756
47
$
334,125
38
Asset Quality.
The Bank's traditional underwriting guidelines have provided the Bank with generally low delinquencies and low levels of non-performing assets compared to national levels. Of particular importance is the complete and full documentation required for each loan the Bank originates, participates in or purchases. One- to four-family owner occupied loans are underwritten according to the "ability to repay" and "qualified mortgage" standards, as issued by the CFPB, with total debt-to-income ratios not exceeding 43% of the borrower's verified income. This allows the Bank to make an informed credit decision based upon a thorough assessment of the borrower's ability to repay the loan. See additional discussion regarding underwriting standards in "Part I, Item 1. Business - Lending Practices and Underwriting Standards" in the Company's Annual Report on Form 10-K for the fiscal year ended
September 30, 2015
. In the following asset quality discussion, unless otherwise noted, correspondent purchased loans are included with originated loans and bulk purchased loans are reported as purchased loans.
Delinquent and non-performing loans and OREO -
The following table presents the Company's 30 to 89 day delinquent loans at the dates indicated. Of the loans 30 to 89 days delinquent at
March 31, 2016
, approximately 69% were 59 days or less delinquent.
Loans Delinquent for 30 to 89 Days at:
March 31,
December 31,
September 30,
June 30,
March 31,
2016
2015
2015
2015
2015
Number
Amount
Number
Amount
Number
Amount
Number
Amount
Number
Amount
(Dollars in thousands)
One- to four-family:
Originated
139
$
14,336
159
$
14,277
158
$
16,955
150
$
16,320
128
$
13,097
Correspondent purchased
8
2,307
10
3,033
8
2,344
15
4,741
7
2,206
Bulk purchased
26
6,005
35
7,805
32
7,259
30
6,249
35
8,137
Consumer loans:
Home equity
33
631
36
730
32
703
34
646
30
681
Other
5
28
13
88
11
17
18
80
9
36
211
$
23,307
253
$
25,933
241
$
27,278
247
$
28,036
209
$
24,157
30 to 89 days delinquent loans
to total loans receivable, net
0.34
%
0.39
%
0.41
%
0.43
%
0.38
%
The table below presents the Company's non-performing loans and OREO as of the dates indicated. Non-performing loans are loans that are 90 or more days delinquent or in foreclosure and nonaccrual loans less than 90 days delinquent but required to be reported as nonaccrual pursuant to regulatory reporting requirements, even if the loans are current. At all dates presented, there were no loans 90 or more days delinquent that were still accruing interest. Non-performing assets include non-performing loans and OREO. OREO primarily includes assets acquired in settlement of loans. Over the past 12 months, OREO properties were owned by the Bank, on average, for approximately four months before the properties were sold.
39
Non-Performing Loans and OREO at:
March 31,
December 31,
September 30,
June 30,
March 31,
2016
2015
2015
2015
2015
Number
Amount
Number
Amount
Number
Amount
Number
Amount
Number
Amount
(Dollars in thousands)
Loans 90 or More Days Delinquent or in Foreclosure:
One- to four-family:
Originated
72
$
8,016
75
$
9,900
66
$
6,728
70
$
6,180
79
$
8,047
Correspondent purchased
3
864
—
—
1
394
1
67
1
490
Bulk purchased
33
7,483
32
7,199
36
8,898
29
7,577
27
8,040
Consumer loans:
Home equity
26
622
28
574
24
497
19
443
23
366
Other
8
26
9
25
4
12
5
16
6
19
142
17,011
144
17,698
131
16,529
124
14,283
136
16,962
Nonaccrual loans less than 90 Days Delinquent:
(1)
One- to four-family:
Originated
72
7,667
75
7,661
77
9,004
71
9,224
80
9,709
Correspondent purchased
4
825
1
24
1
25
2
398
2
401
Bulk purchased
1
80
1
81
1
82
5
959
5
732
Consumer loans:
Home equity
9
151
14
259
12
295
10
219
6
108
Other
1
8
—
—
—
—
—
—
3
11
87
8,731
91
8,025
91
9,406
88
10,800
96
10,961
Total non-performing loans
229
25,742
235
25,723
222
25,935
212
25,083
232
27,923
Non-performing loans as a percentage of total loans
(2)
0.38
%
0.39
%
0.39
%
0.39
%
0.44
%
OREO:
One- to four-family:
Originated
(3)
22
$
1,364
25
$
1,410
29
$
1,752
28
$
1,920
36
$
1,989
Correspondent purchased
1
499
1
499
1
499
2
714
1
216
Bulk purchased
8
2,694
6
2,247
2
796
4
1,019
5
1,162
Consumer loans:
Home equity
1
9
1
26
1
8
2
17
—
—
Other
(4)
1
1,278
1
1,278
1
1,278
1
1,278
1
1,278
33
5,844
34
5,460
34
4,333
37
4,948
43
4,645
Total non-performing assets
262
$
31,586
269
$
31,183
256
$
30,268
249
$
30,031
275
$
32,568
Non-performing assets as a percentage of total assets
0.34
%
0.34
%
0.31
%
0.33
%
0.32
%
40
(1)
Represents loans required to be reported as nonaccrual pursuant to regulatory reporting requirements even if the loans are current. At
March 31, 2016
,
December 31, 2015
,
September 30, 2015
,
June 30, 2015
, and
March 31, 2015
, this amount was comprised of $1.8 million, $2.2 million, $2.2 million, $3.4 million, and $1.2 million, respectively, of loans that were 30 to 89 days delinquent and are reported as such, and $6.9 million, $5.8 million, $7.2 million, $7.4 million, and $9.8 million, respectively, of loans that were current.
(2)
Excluding loans required to be reported as nonaccrual pursuant to regulatory reporting requirements even if the loans are current, non-performing loans as a percentage of total loans were 0.25%, 0.27%, 0.25%, 0.22%, and 0.27%, at
March 31, 2016
,
December 31, 2015
,
September 30, 2015
,
June 30, 2015
, and
March 31, 2015
, respectively.
(3)
Real estate-related consumer loans where we also hold the first mortgage are included in the one- to four-family category as the underlying collateral is one- to four-family property.
(4)
Represents a single property the Bank purchased for a potential branch site but now intends to sell.
Once a one- to four-family loan is generally 180 days delinquent, a new collateral value is obtained through an appraisal, less estimated selling costs and anticipated private mortgage insurance ("PMI") receipts. Any loss amounts identified as a result of this review are charged-off. At
March 31, 2016
, $11.1 million, or 68%, of the one- to four-family loans 90 or more days delinquent or in foreclosure had been individually evaluated for loss and any related losses have been charged-off.
The following table presents the states where the properties securing one percent or more of the total amount of our one- to four-family loans are located and the corresponding balance of loans 30 to 89 days delinquent, 90 or more days delinquent or in foreclosure, and weighted average LTV ratios for loans 90 or more days delinquent or in foreclosure at
March 31, 2016
. The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. At
March 31, 2016
, potential losses, after taking into consideration anticipated PMI proceeds and estimated selling costs, have been charged-off.
Loans 30 to 89
Loans 90 or More Days Delinquent
One- to Four-Family
Days Delinquent
or in Foreclosure
State
Amount
% of Total
Amount
% of Total
Amount
% of Total
LTV
(Dollars in thousands)
Kansas
$
3,733,980
57.6
%
$
10,917
48.2
%
$
7,599
46.4
%
73
%
Missouri
1,268,267
19.6
4,754
21.0
1,281
7.8
71
Texas
424,545
6.6
579
2.6
—
—
n/a
California
256,011
4.0
—
—
—
—
n/a
Tennessee
175,513
2.7
—
—
—
—
n/a
Alabama
98,126
1.5
254
1.1
—
—
n/a
Oklahoma
72,998
1.1
429
1.9
23
0.1
35
Other states
446,995
6.9
5,715
25.2
7,460
45.7
63
$
6,476,435
100.0
%
$
22,648
100.0
%
$
16,363
100.0
%
68
TDRs -
The following table presents the Company's TDRs, based on accrual status, at the dates indicated. At
March 31, 2016
, $24.6 million of TDRs were included in the ACL formula analysis model and $98 thousand of the ACL was related to these loans. The remaining $14.6 million of TDRs at
March 31, 2016
were individually evaluated for loss and any potential losses have been charged-off.
At
March 31,
December 31,
September 30,
June 30,
March 31,
2016
2015
2015
2015
2015
(Dollars in thousands)
Accruing TDRs
$
24,239
$
24,956
$
24,331
$
25,444
$
23,861
Nonaccrual TDRs
(1)
14,986
13,983
15,511
14,653
15,337
Total TDRs
$
39,225
$
38,939
$
39,842
$
40,097
$
39,198
(1)
Nonaccrual TDRs are included in the non-performing loan table above.
41
Allowance for credit losses and Provision for Credit Losses -
Management maintains an ACL to absorb inherent losses in the loan portfolio based on ongoing quarterly assessments of the loan portfolio. The ACL is maintained through provisions for credit losses which are either charged to or credited to income. Our ACL methodology considers a number of factors including the trend and composition of delinquent loans, results of foreclosed property and short sale transactions, charge-off activity and trends, the current status and trends of local and national economies (particularly levels of unemployment), trends and current conditions in the real estate and housing markets, loan portfolio growth and concentrations, and certain ACL ratios such as ACL to loans receivable, net and annualized historical losses to ACL. We continually monitor the level of risk in our multi-family and commercial real estate and construction loan portfolio, including concentrations in such factors as geographic locations, property types, tenant brand name, borrowing relationships, and lending relationships in the case of participations loans, among other factors. For additional information on the ACL, see "Part II, Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies" in the Company's Annual Report on Form 10-K for the fiscal year ended
September 30, 2015
.
The Bank did not record a provision for credit losses during the current six month period due to the continued low level of net loan charge-offs and stabilization of delinquent loan balances. Net loan charge-offs were $250 thousand for the current year six month period and the ACL to net charge-offs (annualized) was 18.3 times at March 31, 2016. The improvement in collateral values has assisted in lowering our net charge-off amounts compared to prior years.
The distribution of our ACL at the dates indicated is summarized below. The loan amount in the table below represents outstanding loan balances net of undisbursed loan funds. Included in bulk purchased loans are $253.4 million loans, or 55% of the total bulk purchased loan portfolio, at March 31, 2016, for which the seller of the loans has guaranteed, and has the ability, to repurchase or replace delinquent loans. The Bank has not experienced any loan losses with this group of loans since the loan package was purchased in fiscal year 2012. For the $203.5 million of bulk purchased loans at March 31, 2016 that do not have the above noted guarantee, the Bank has continued to experience a reduction in loan losses due to an improvement in collateral values. A large portion of these loans were originally interest-only loans with interest-only terms up to 10 years. All of the interest-only loans are now fully amortizing loans. Our correspondent purchased loans are purchased on a loan-by-loan basis from a select group of correspondent lenders and are underwritten by the Bank's underwriters based on underwriting standards that are generally the same as for our originated loans.
At
March 31, 2016
September 30, 2015
% of ACL
% of
% of ACL
% of
Amount
to Total
Total
Loans to
Amount
to Total
Total
Loans to
of ACL
ACL
Loans
Total Loans
of ACL
ACL
Loans
Total Loans
(Dollars in thousands)
One- to four-family:
Originated
$
4,542
49.4
%
$
4,002,811
59.1
%
$
4,833
51.2
%
$
4,010,439
60.6
%
Correspondent purchased
2,262
24.6
2,016,685
29.8
2,115
22.4
1,846,213
27.9
Bulk purchased
1,243
13.5
456,877
6.8
1,434
15.2
485,682
7.3
Multi-family and commercial
652
7.1
111,638
1.7
604
6.4
109,314
1.6
Construction
220
2.4
48,125
0.7
170
1.8
41,057
0.6
Consumer:
Home equity
216
2.4
123,565
1.8
222
2.3
125,844
1.9
Other consumer
58
0.6
4,279
0.1
65
0.7
4,179
0.1
$
9,193
100.0
%
$
6,763,980
100.0
%
$
9,443
100.0
%
$
6,622,728
100.0
%
42
The following tables present ACL activity and selected ACL ratios for the periods or at the dates presented. See "Note 4 - Loans Receivable and Allowance for Credit Losses" for additional information related to ACL activity by specific loan categories.
For the Three Months Ended
March 31, 2016
December 31, 2015
September 30, 2015
June 30, 2015
March 31, 2015
(Dollars in thousands)
ACL beginning balance
$
9,201
$
9,443
$
9,601
$
9,406
$
9,297
Charge-offs
(75
)
(250
)
(183
)
(157
)
(189
)
Recoveries
67
8
25
29
23
Provision for credit losses
—
—
—
323
275
ACL ending balance
$
9,193
$
9,201
$
9,443
$
9,601
$
9,406
ACL to loans receivable, net at end of period
0.14
%
0.14
%
0.14
%
0.15
%
0.15
%
ACL to non-performing loans at end of period
35.71
35.77
36.41
38.28
33.69
Ratio of net charge-offs during the period
to average loans outstanding during the period
—
—
—
—
—
Ratio of net charge-offs during the period
to average non-performing assets
0.03
0.79
0.52
0.41
0.51
ACL to net charge-offs (annualized)
294.7x
9.5x
15.0x
18.7x
14.2x
For the Six Months Ended
March 31, 2016
March 31, 2015
(Dollars in thousands)
ACL beginning balance
$
9,443
$
9,227
Charge-offs
(325
)
(395
)
Recoveries
75
126
Provision for credit losses
—
448
ACL ending balance
$
9,193
$
9,406
Ratio of net charge-offs during the period to
average loans outstanding during the period
—
%
—
%
Ratio of net charge-offs during the period to
average non-performing assets during the period
0.81
0.87
ACL to net charge-offs (annualized)
18.3x
17.5x
43
Securities.
The following table presents the distribution of our MBS and investment securities portfolios, at amortized cost, at the dates indicated. Overall, fixed-rate securities comprised 76% of these portfolios at
March 31, 2016
. The weighted average life ("WAL") is the estimated remaining maturity (in years) after three-month historical prepayment speeds and projected call option assumptions have been applied.
Weighted average yields on tax-exempt securities are not calculated on a fully taxable equivalent basis.
March 31, 2016
December 31, 2015
September 30, 2015
Amount
Yield
WAL
Amount
Yield
WAL
Amount
Yield
WAL
(Dollars in thousands)
Fixed-rate securities:
MBS
$
968,006
2.23
%
3.3
$
985,287
2.26
%
3.2
$
1,047,637
2.24
%
3.2
GSE debentures
471,215
1.14
1.3
421,231
1.18
2.4
525,376
1.14
1.6
Municipal bonds
37,248
1.80
2.6
39,534
1.85
2.7
38,214
1.87
2.9
Total fixed-rate securities
1,476,469
1.87
2.6
1,446,052
1.93
3.0
1,611,227
1.87
2.7
Adjustable-rate securities:
MBS
458,350
2.31
5.9
379,745
2.26
5.6
402,417
2.22
5.3
Trust preferred securities
2,169
1.89
21.2
2,186
1.77
21.5
2,186
1.59
21.7
Total adjustable-rate securities
460,519
2.30
6.0
381,931
2.25
5.7
404,603
2.21
5.4
Total securities portfolio
$
1,936,988
1.97
3.4
$
1,827,983
2.00
3.6
$
2,015,830
1.94
3.2
The following table presents the carrying value of MBS in our portfolio by issuer at the dates presented.
March 31, 2016
September 30, 2015
(Dollars in thousands)
Federal National Mortgage Association ("FNMA")
$
863,968
$
880,810
Federal Home Loan Mortgage Corporation ("FHLMC")
477,101
469,290
Government National Mortgage Association
95,705
112,439
$
1,436,774
$
1,462,539
44
Mortgage-Backed Securities -
The balance of MBS, which primarily consists of securities of U.S. GSEs, decreased
$25.8 million
from
$1.46 billion
at
September 30, 2015
to
$1.44 billion
at
March 31, 2016
. The following table summarizes the activity in our portfolio of MBS for the periods presented. The weighted average yields and WALs for purchases are presented as recorded at the time of purchase. The weighted average yields for the beginning balances are as of the last day of the period previous to the period presented and the weighted average yield for the ending balances are as of the last day of the period presented and are generally derived from recent prepayment activity on the securities in the portfolio as of the dates presented. The beginning and ending WAL is the estimated remaining principal repayment term (in years) after three-month historical prepayment speeds have been applied.
For the Three Months Ended
March 31, 2016
December 31, 2015
September 30, 2015
June 30, 2015
Amount
Yield
WAL
Amount
Yield
WAL
Amount
Yield
WAL
Amount
Yield
WAL
(Dollars in thousands)
Beginning balance - carrying value
$
1,376,119
2.26
%
3.9
$
1,462,539
2.24
%
3.8
$
1,565,184
2.25
%
3.9
$
1,648,046
2.30
%
4.3
Maturities and repayments
(80,544
)
(83,835
)
(99,840
)
(100,538
)
Net amortization of (premiums)/discounts
(1,091
)
(1,188
)
(1,362
)
(1,412
)
Purchases:
Fixed
42,827
1.83
4.1
—
—
—
—
—
—
20,532
1.74
4.5
Adjustable
100,133
2.02
5.4
—
—
—
—
—
—
—
—
—
Change in valuation on AFS securities
(670
)
(1,397
)
(1,443
)
(1,444
)
Ending balance - carrying value
$
1,436,774
2.25
4.1
$
1,376,119
2.26
3.9
$
1,462,539
2.24
3.8
$
1,565,184
2.25
3.9
For the Six Months Ended
March 31, 2016
March 31, 2015
Amount
Yield
WAL
Amount
Yield
WAL
(Dollars in thousands)
Beginning balance - carrying value
$
1,462,539
2.24
%
3.8
$
1,802,547
2.32
%
4.2
Maturities and repayments
(164,379
)
(175,951
)
Net amortization of (premiums)/discounts
(2,279
)
(2,590
)
Purchases:
Fixed
42,827
1.83
4.1
25,137
1.53
3.8
Adjustable
100,133
2.02
5.4
—
—
—
Change in valuation on AFS securities
(2,067
)
(1,097
)
Ending balance - carrying value
$
1,436,774
2.25
4.1
$
1,648,046
2.30
4.3
45
Investment Securities -
Investment securities, which consist of U.S. GSE debentures (primarily issued by FNMA, FHLMC, or Federal Home Loan Banks) and municipal investments, decreased
$55.3 million
, from
$566.8 million
at
September 30, 2015
to
$511.5 million
at
March 31, 2016
. The following table summarizes the activity of investment securities for the periods presented. The weighted average yields and WALs for purchases are presented as recorded at the time of purchase. The weighted average yields for the beginning balances are as of the last day of the period previous to the period presented and the weighted average yields for the ending balances are as of the last day of the period presented. The beginning and ending WALs represent the estimated remaining principal repayment terms (in years) of the securities after projected call dates have been considered, based upon market rates at each date presented.
For the Three Months Ended
March 31, 2016
December 31, 2015
September 30, 2015
June 30, 2015
Amount
Yield
WAL
Amount
Yield
WAL
Amount
Yield
WAL
Amount
Yield
WAL
(Dollars in thousands)
Beginning balance - carrying value
$
460,829
1.24
%
2.6
$
566,754
1.19
%
1.8
$
641,532
1.18
%
2.5
$
620,193
1.18
%
2.2
Maturities and calls
(27,201
)
(104,155
)
(76,387
)
(30,000
)
Net amortization of (premiums)/discounts
(106
)
(101
)
(70
)
(52
)
Purchases:
Fixed
74,987
0.93
0.8
1,432
1.35
5.6
—
—
—
52,379
1.31
3.1
Change in valuation on AFS securities
2,982
(3,101
)
1,679
(988
)
Ending balance - carrying value
$
511,491
1.19
1.5
$
460,829
1.24
2.6
$
566,754
1.19
1.8
$
641,532
1.18
2.5
For the Six Months Ended
March 31, 2016
March 31, 2015
Amount
Yield
WAL
Amount
Yield
WAL
(Dollars in thousands)
Beginning balance - carrying value
$
566,754
1.19
%
1.8
$
590,942
1.15
%
3.0
Maturities and calls
(131,356
)
(82,132
)
Net amortization of (premiums)/discounts
(207
)
(163
)
Purchases:
Fixed
76,419
0.94
0.9
106,022
1.16
1.7
Change in valuation on AFS securities
(119
)
5,524
Ending balance - carrying value
$
511,491
1.19
1.5
$
620,193
1.18
2.2
46
Liabilities.
Total liabilities were $7.91 billion at March 31, 2016 compared to $8.43 billion at September 30, 2015. The $514.7 million decrease was due primarily to a $798.9 million decrease in FHLB borrowings largely as a result of the removal of the daily leverage strategy at March 31, 2016, along with a $100.0 million decrease in term advances, partially offset by a $287.3 million increase in the deposit portfolio.
Deposits
-
Deposits were
$5.12 billion
at
March 31, 2016
compared to
$4.83 billion
at
September 30, 2015
. The
$287.3 million
increase
was due primarily to a $100.8 million increase in the retail certificate of deposit portfolio, a $77.1 million increase in the checking portfolio, and a $73.9 million increase in the wholesale certificate of deposit portfolio. We continue to be competitive on deposit rates and, in some cases, our offer rates for certificates of deposit have been higher than peers. Increasing rates offered on longer-term certificates of deposit has been an on-going balance sheet strategy by management in anticipation of higher interest rates. If short-term interest rates continue to rise, our customers may move funds from their checking, savings and money market accounts to higher yielding deposit products within the Bank or withdraw their funds from these accounts, including certificates of deposit, to invest in higher yielding investments outside of the Bank.
The following table presents the amount, weighted average rate and percentage of total for the components of our deposit portfolio at the dates presented. The $116.8 million increase in the retail certificate of deposit portfolio from December 31, 2015 to March 31, 2016 was due mainly to a promotion deposit campaign on President's Day.
March 31, 2016
December 31, 2015
September 30, 2015
% of
% of
% of
Amount
Rate
Total
Amount
Rate
Total
Amount
Rate
Total
(Dollars in thousands)
Noninterest-bearing checking
$
211,068
—
%
4.1
%
$
205,374
—
%
4.1
%
$
188,007
—
%
3.9
%
Interest-bearing checking
604,790
0.05
11.8
612,656
0.05
12.3
550,741
0.05
11.4
Savings
330,467
0.17
6.5
317,384
0.21
6.4
311,670
0.16
6.4
Money market
1,165,592
0.23
22.8
1,183,050
0.24
23.8
1,148,935
0.23
23.8
Retail certificates of deposit
2,421,622
1.38
47.3
2,304,865
1.31
46.4
2,320,804
1.29
48.0
Public units
386,290
0.56
7.5
349,151
0.43
7.0
312,363
0.40
6.5
$
5,119,829
0.77
100.0
%
$
4,972,480
0.71
100.0
%
$
4,832,520
0.72
100.0
%
At
March 31, 2016
, public unit deposits totaled $386.3 million, compared to $312.4 million at
September 30, 2015
, and had a weighted average rate of 0.56% and an average remaining term to maturity of seven months. There were no brokered deposits at
March 31, 2016
or
September 30, 2015
. Management will continue to monitor the wholesale deposit market for attractive opportunities relative to the use of proceeds.
The following tables set forth scheduled maturity information for our certificates of deposit, along with associated weighted average rates, at
March 31, 2016
.
Amount Due
More than
More than
1 year
1 year to
2 years to 3
More than
Total
Rate range
or less
2 years
years
3 years
Amount
Rate
(Dollars in thousands)
0.00 – 0.99%
$
824,170
$
191,686
$
1,536
$
—
$
1,017,392
0.62
%
1.00 – 1.99%
290,964
501,933
367,029
452,320
1,612,246
1.57
2.00 – 2.99%
15,300
80
1,516
160,947
177,843
2.24
3.00 – 3.99%
175
256
—
—
431
3.19
$
1,130,609
$
693,955
$
370,081
$
613,267
$
2,807,912
1.27
Percent of total
40.3
%
24.7
%
13.2
%
21.8
%
Weighted average rate
0.82
1.26
1.54
1.95
Weighted average maturity (in years)
0.4
1.5
2.5
3.9
1.7
Weighted average maturity for the retail certificate of deposit portfolio (in years)
1.9
47
Amount Due
Over
Over
3 months
3 to 6
6 to 12
Over
or less
months
months
12 months
Total
(Dollars in thousands)
Retail certificates of deposit less than $100,000
$
178,240
$
137,032
$
249,099
$
974,668
$
1,539,039
Retail certificates of deposit of $100,000 or more
87,023
54,646
117,071
623,843
882,583
Public unit deposits of $100,000 or more
149,907
82,253
75,338
78,792
386,290
$
415,170
$
273,931
$
441,508
$
1,677,303
$
2,807,912
Borrowings
- The following table presents term borrowing activity for the periods shown, which includes FHLB advances, at par, and repurchase agreements. Line of credit activity is excluded from the following tables. The weighted average effective rate includes the impact of the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid. Rates on new borrowings are fixed-rate. The weighted average maturity ("WAM") is the remaining weighted average contractual term in years. The beginning and ending WAMs represent the remaining maturity at each date presented. For new borrowings, the WAMs presented are as of the date of issue.
For the Three Months Ended
March 31, 2016
December 31, 2015
September 30, 2015
June 30, 2015
Effective
Effective
Effective
Effective
Amount
Rate
WAM
Amount
Rate
WAM
Amount
Rate
WAM
Amount
Rate
WAM
(Dollars in thousands)
Beginning balance
$
2,675,000
2.29
%
3.2
$
2,775,000
2.29
%
3.3
$
2,795,000
2.49
%
3.3
$
2,795,000
2.51
%
3.3
Maturities and prepayments:
FHLB advances
—
—
(200,000
)
1.94
(175,000
)
5.08
(100,000
)
3.01
Repurchase agreements
—
—
—
—
(20,000
)
4.45
—
—
New borrowings:
FHLB advances
—
—
—
100,000
1.45
3.0
175,000
2.18
3.0
100,000
2.25
7.0
Ending balance
$
2,675,000
2.29
3.0
$
2,675,000
2.29
3.2
$
2,775,000
2.29
3.3
$
2,795,000
2.49
3.3
For the Six Months Ended
March 31, 2016
March 31, 2015
Effective
Effective
Amount
Rate
WAM
Amount
Rate
WAM
(Dollars in thousands)
Beginning balance
$
2,775,000
2.29
%
3.3
$
2,795,000
2.45
%
2.8
Maturities and prepayments:
FHLB advances
(200,000
)
1.94
(500,000
)
1.66
New borrowings:
FHLB advances
100,000
1.45
3.0
500,000
2.03
5.8
Ending balance
$
2,675,000
2.29
3.0
$
2,795,000
2.51
3.3
48
Maturities
-
The following table presents the maturity of FHLB advances, at par, and repurchase agreements, along with associated weighted average contractual and effective rates as of
March 31, 2016
.
FHLB
Repurchase
Maturity by
Advances
Agreements
Total
Contractual
Effective
Fiscal year
Amount
Amount
Amount
Rate
Rate
(1)
(Dollars in thousands)
2016
$
200,000
$
—
$
200,000
1.94
%
2.00
%
2017
500,000
—
500,000
2.69
2.72
2018
375,000
100,000
475,000
2.35
2.64
2019
400,000
—
400,000
1.62
1.62
2020
250,000
100,000
350,000
2.18
2.18
2021
550,000
—
550,000
2.27
2.27
2022
200,000
—
200,000
2.23
2.23
$
2,475,000
$
200,000
$
2,675,000
2.23
2.29
(1)
The effective rate includes the impact of the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid.
The following table presents the maturity and weighted average repricing rate, which is also the weighted average effective rate, of certificates of deposit, split between retail and public unit amounts, and term borrowings for the next four quarters as of
March 31, 2016
.
Retail
Public Unit
Term
Maturity by
Certificate
Repricing
Deposit
Repricing
Borrowings
Repricing
Repricing
Quarter End
Amount
Rate
Amount
Rate
Amount
Rate
Total
Rate
(Dollars in thousands)
June 30, 2016
$
265,263
0.93
%
$
149,907
0.38
%
$
100,000
3.17
%
$
515,170
1.21
%
September 30, 2016
191,678
0.93
82,253
0.48
100,000
0.83
373,931
0.80
December 31, 2016
219,393
1.00
51,500
0.54
100,000
0.78
370,893
0.88
March 31, 2017
146,777
0.94
23,838
0.70
—
—
170,615
0.91
$
823,111
0.95
$
307,498
0.46
$
300,000
1.59
$
1,430,609
0.98
49
Stockholders' Equity.
Stockholders' equity was $1.40 billion at March 31, 2016 compared to $1.42 billion at September 30, 2015. The $12.8 million decrease between periods was due primarily to the payment of $55.9 million in cash dividends, partially offset by net income of $42.2 million. The cash dividends paid during the current year six month period consisted of a $0.25 per share cash true-up dividend related to fiscal year 2015 earnings per the Company's dividend policy, and two regular quarterly cash dividends totaling $0.17 per share. On April 20, 2016, the Company declared a regular quarterly cash dividend of $0.085 per share, or approximately $11.3 million, payable on May 20, 2016 to stockholders of record as of the close of business on May 6, 2016.
In October 2015, the Company announced a stock repurchase plan for up to $70.0 million of common stock. It is anticipated that shares will be purchased from time to time based upon market conditions and available liquidity. There is no expiration for this repurchase plan. The Company did not repurchase any shares during the
six month period
ended
March 31, 2016
.
At March 31, 2016, Capitol Federal Financial, Inc., at the holding company level, had $80.1 million on deposit at the Bank. For fiscal year 2016, it is the intent of the Board of Directors and management to continue with the payout of 100% of the Company's earnings to its stockholders. Dividend payments depend upon a number of factors including the Company's financial condition and results of operations, regulatory capital requirements, regulatory limitations on the Bank's ability to make capital distributions to the Company, and the amount of cash at the holding company.
The following table presents regular quarterly dividends and special dividends paid in calendar years 2016, 2015, and 2014. The amounts represent cash dividends paid during each period. For the quarter ending June 30, 2016, the amount presented represents the dividend payable on May 20, 2016 to stockholders of record as of May 6, 2016.
Calendar Year
2016
2015
2014
Amount
Per Share
Amount
Per Share
Amount
Per Share
(Dollars in thousands, except per share amounts)
Regular quarterly dividends paid
Quarter ended March 31
$
11,305
$
0.085
$
11,592
$
0.085
$
10,513
$
0.075
Quarter ended June 30
11,312
0.085
11,585
0.085
10,399
0.075
Quarter ended September 30
11,385
0.085
10,318
0.075
Quarter ended December 31
11,303
0.085
10,226
0.075
True-up dividends paid
33,248
0.250
35,450
0.260
True Blue dividends paid
33,924
0.250
34,663
0.250
Calendar year-to-date dividends paid
$
22,617
$
0.170
$
113,037
$
0.840
$
111,569
$
0.810
50
Operating Results
The following table presents selected income statement and other information for the quarters indicated.
For the Three Months Ended
March 31,
December 31,
September 30,
June 30,
March 31,
2016
2015
2015
2015
2015
(Dollars in thousands, except per share data)
Interest and dividend income:
Loans receivable
$
60,732
$
60,223
$
59,761
$
58,922
$
58,198
MBS
7,702
7,831
8,260
8,849
9,537
FHLB stock
3,006
3,152
3,167
3,132
3,076
Cash and cash equivalents
2,707
1,620
1,303
1,357
1,393
Investment securities
1,485
1,533
1,920
1,914
1,673
Total interest and dividend income
75,632
74,359
74,411
74,174
73,877
Interest expense:
FHLB borrowings
16,394
16,074
16,539
17,072
17,198
Deposits
9,213
8,799
8,390
8,377
8,207
Repurchase agreements
1,487
1,504
1,542
1,712
1,693
Total interest expense
27,094
26,377
26,471
27,161
27,098
Net interest income
48,538
47,982
47,940
47,013
46,779
Provision for credit losses
—
—
—
323
275
Net interest income
(after provision for credit losses)
48,538
47,982
47,940
46,690
46,504
Non-interest income
6,626
5,566
5,461
5,145
5,277
Non-interest expense
23,426
23,590
25,262
23,106
22,859
Income tax expense
10,211
9,240
9,354
9,127
9,688
Net income
$
21,527
$
20,718
$
18,785
$
19,602
$
19,234
Efficiency ratio
42.46
%
44.05
%
47.31
%
44.30
%
43.91
%
Basic EPS
$
0.16
$
0.16
$
0.14
$
0.14
$
0.14
Diluted EPS
0.16
0.16
0.14
0.14
0.14
51
Comparison of Operating Results for the
Six
Months Ended
March 31, 2016
and
2015
For the six month period ended March 31, 2016, the Company recognized net income of $42.2 million, or $0.32 per share, compared to net income of $39.7 million, or $0.29 per share, for the six month period ended March 31, 2015. The $2.5 million, or 6.4%, increase in net income was due primarily to a $1.7 million increase in net interest income and a $1.7 million increase in non-interest income, partially offset by a $1.0 million increase in non-interest expense. The $1.7 million, or 1.8%, increase in net interest income from the prior year six month period was due primarily to a $3.5 million decrease in interest expense on term borrowings, partially offset by a $1.7 million increase in interest expense on deposits.
Net income attributable to the daily leverage strategy was $1.1 million during the current year six month period, compared to $1.5 million for the prior year six month period. The decrease in net income attributable to the daily leverage strategy was due to an increase in the average FHLB line of credit borrowings rate, which was larger than the increase in the average yield earned on the cash at the Federal Reserve Bank. The Company's efficiency ratio was 43.25% for the current year six month period compared to 43.66% for the prior year six month period.
The net interest margin increased three basis points, from 1.73% for the prior year six month period to 1.76% for the current year six month period. Excluding the effects of the daily leverage strategy, the net interest margin would have increased four basis points, from 2.08% for the prior year six month period, to 2.12% for the current year six month period. The increase in the net interest margin was due mainly to a decrease in interest expense on term borrowings.
Interest and Dividend Income
The weighted average yield on total interest-earning assets increased two basis points, from 2.72% for the prior year six month period to 2.74% for the current year six month period, while the average balance of interest-earning assets increased $10.9 million from the prior year six month period. Absent the impact of the daily leverage strategy, the weighted average yield on total interest-earning assets would have decreased one basis point, from 3.23% for the prior year six month period to 3.22% for the current year six month period, while the average balance would have increased $38.1 million. The following table presents the components of interest and dividend income for the time periods presented along with the change measured in dollars and percent.
For the Six Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
120,955
$
116,817
$
4,138
3.5
%
MBS
15,533
19,538
(4,005
)
(20.5
)
FHLB stock
6,158
6,257
(99
)
(1.6
)
Cash and cash equivalents
4,327
2,817
1,510
53.6
Investment securities
3,018
3,348
(330
)
(9.9
)
Total interest and dividend income
$
149,991
$
148,777
$
1,214
0.8
The increase in interest income on loans receivable was due to a $399.6 million increase in the average balance of the portfolio, partially offset by a 10 basis point decrease in the weighted average yield on the portfolio, to 3.62% for the current six month period. Loan growth was funded through cash flows from the securities portfolio along with deposit growth. The decrease in the weighted average yield was due primarily to endorsements and refinances repricing loans to lower market rates, along with the origination and purchase of loans between periods at rates less than the existing portfolio rate.
The decrease in interest income on the MBS portfolio was due primarily to a $316.4 million decrease in the average balance of the portfolio as cash flows not reinvested were used to fund loan growth. Additionally, the weighted average yield on the MBS portfolio decreased five basis points, from 2.28% during the prior year six month period to 2.23% for the current year six month period. Net premium amortization of $2.3 million during the current year six month period decreased the weighted average yield on the portfolio by 33 basis points. During the prior year six month period, $2.6 million of net premiums were amortized, which decreased the weighted average yield on the portfolio by 31 basis points. As of March 31, 2016, the remaining net balance of premiums on our portfolio of MBS was $15.8 million.
The increase in interest income on cash and cash equivalents was due primarily to a 13 basis point increase in the weighted average yield resulting from an increase in the yield earned on balances held at the Federal Reserve Bank.
52
The decrease in interest income on investment securities was due primarily to a $75.9 million decrease in the average balance, partially offset by a five basis point increase in the weighted average yield on the portfolio. Cash flows not reinvested in the portfolio were used to fund loan growth.
Interest Expense
The weighted average rate paid on total interest-bearing liabilities decreased three basis points, from 1.13% for the prior year six month period to 1.10% for the current year six month period, while the average balance of interest-bearing liabilities increased $140.1 million from the prior year six month period. Absent the impact of the daily leverage strategy, the weighted average rate paid on total interest-bearing liabilities would have decreased nine basis points from the prior year six month period, to 1.28% for the current year six month period, due primarily to a decrease in the cost of term borrowings, while the average balance of interest-bearing liabilities would have increased $167.2 million due to deposit growth. The following table presents the components of interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Six Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
INTEREST EXPENSE:
FHLB advances
$
28,053
$
31,582
$
(3,529
)
(11.2
)%
FHLB line of credit
4,415
2,604
1,811
69.5
Deposits
18,012
16,352
1,660
10.2
Repurchase agreements
2,991
3,424
(433
)
(12.6
)
Total interest expense
$
53,471
$
53,962
$
(491
)
(0.9
)
The decrease in interest expense on FHLB advances was due primarily to a 22 basis point decrease in the weighted average rate paid on the portfolio, to 2.24% for the current year six month period, resulting from the prepayment of a $175.0 million advance between periods with an effective rate of 5.08%, which was replaced with a $175.0 million advance with an effective rate of 2.18%. The increase in interest expense on FHLB line of credit borrowings was due primarily to an 18 basis point increase in the weighted average rate paid on the borrowings.
The increase in interest expense on deposits was primarily a result of deposit growth, along with a three basis point increase in the weighted average rate, to 0.73% for the current year six month period. The average balance of the deposit portfolio increased $253.2 million for the current year six month period, with the majority of the increase in the retail deposit portfolio, specifically the certificates of deposit and checking portfolios.
The decrease in interest expense on repurchase agreements was due to the maturity between periods of a $20.0 million repurchase agreement at a rate of 4.45%, which was not replaced.
Provision for Credit Losses
The Bank did not record a provision for credit losses during the current year six month period, compared to a provision for credit losses during the prior year six month period of $448 thousand. No provision for credit losses was recorded during the current year six month period due to the continued low level of net loan charge-offs and stabilization of delinquent loan balances. Net loan charge-offs were $250 thousand for the current year six month period and the ACL to net charge-offs (annualized) was 18.3 times at March 31, 2016. The improvement in collateral values has assisted in lowering our net charge-off amounts compared to prior years. At March 31, 2016, loans 90 or more days delinquent or in foreclosure were 0.25% of total loans, down slightly from 0.27% at March 31, 2015.
53
Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
For the Six Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
NON-INTEREST INCOME:
Retail fees and charges
$
7,372
$
7,254
$
118
1.6
%
Income from BOLI
2,162
568
1,594
280.6
Insurance commissions
1,576
1,522
54
3.5
Loan fees
678
731
(53
)
(7.3
)
Other non-interest income
404
459
(55
)
(12.0
)
Total non-interest income
$
12,192
$
10,534
$
1,658
15.7
The increase in income from BOLI was due mainly to the purchase of a new BOLI investment between periods, as well as to the receipt of death benefits in the current year.
Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Six Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
NON-INTEREST EXPENSE:
Salaries and employee benefits
$
20,775
$
20,889
$
(114
)
(0.5
)%
Occupancy, net
5,288
4,880
408
8.4
Information technology and communications
5,167
5,153
14
0.3
Federal insurance premium
2,781
2,750
31
1.1
Deposit and loan transaction costs
2,670
2,630
40
1.5
Regulatory and outside services
2,630
2,502
128
5.1
Advertising and promotional
2,137
1,638
499
30.5
Low income housing partnerships
2,094
2,912
(818
)
(28.1
)
Office supplies and related expense
1,471
1,062
409
38.5
Other non-interest expense
2,003
1,585
418
26.4
Total non-interest expense
$
47,016
$
46,001
$
1,015
2.2
The increase in occupancy, net expense was due mainly to non-capitalizable costs associated with the remodel of the Bank's Kansas City market area operations center. The increase in advertising and promotional expense was due primarily to the timing of media campaigns and sponsorships. The decrease in low income housing partnerships expense was due primarily to impairments in the prior year six month period. The increase in office supplies and related expense was due primarily to the purchase of cards enabled with chip card technology. The increase in other non-interest expense was due largely to higher deposit account charge-offs related to debit card fraud in the current year, along with an increase in expenses related to OREO operations due to a recent increase in properties with deferred maintenance and damage issues.
Management anticipates that salaries and employee benefits will increase $500 thousand from fiscal year 2015, a decrease from our original estimate of a $1.4 million increase, due mainly to lower than anticipated employee benefit expenses. Additionally, management anticipates information technology and communications expense will increase $700 thousand from fiscal year 2015, a decrease from our original estimate of a $1.5 million increase.
54
Income Tax Expense
Income tax expense was $19.5 million for the current year six month period compared to $19.2 million for the prior year six month period, due to an increase in pre-tax income. The effective tax rate for the current year six month period was 31.5% compared to 32.6% for the prior year six month period. The decrease in the effective tax rate was due primarily to an increase in nontaxable income related to BOLI and higher low income housing tax credits in the current fiscal year. Management anticipates the effective tax rate for fiscal year 2016 will be approximately 32%, based on fiscal year 2016 estimates as of March 31, 2016.
Average Balance Sheet
The following table presents the average balances of our assets, liabilities, and stockholders' equity, and the related annualized weighted average yields and rates on our interest-earning assets and interest-bearing liabilities for the periods indicated and the weighted average yield/rate on our interest-earning assets and interest-bearing liabilities at
March 31, 2016
. As previously discussed, the daily leverage strategy was not in place at
March 31, 2016
, so the end of period yields/rates presented at
March 31, 2016
in the table below do not reflect the effects of this strategy. Weighted average yields are derived by dividing annualized income by the average balance of the related assets, and weighted average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The weighted average yields and rates include amortization of fees, costs, premiums and discounts, which are considered adjustments to yields/rates. Weighted average yields on tax-exempt securities are not calculated on a fully taxable equivalent basis.
At
For the Six Months Ended
March 31,
March 31, 2016
March 31, 2015
2016
Average
Interest
Average
Interest
Yield/
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Rate
Amount
Paid
Rate
Amount
Paid
Rate
Assets:
(Dollars in thousands)
Interest-earning assets:
Loans receivable
(1)
3.63%
$
6,684,173
$
120,955
3.62
%
$
6,284,572
$
116,817
3.72
%
MBS
(2)
2.25
1,393,913
15,533
2.23
1,710,345
19,538
2.28
Investment securities
(2)(3)
1.19
495,824
3,018
1.22
571,717
3,348
1.17
FHLB stock
5.98
205,714
6,158
5.99
209,679
6,257
5.98
Cash and cash equivalents
0.49
2,171,491
4,327
0.39
2,163,918
2,817
0.26
Total interest-earning assets
(1)(2)
3.24
10,951,115
149,991
2.74
10,940,231
148,777
2.72
Other noninterest-earning assets
291,151
231,904
Total assets
$
11,242,266
$
11,172,135
Liabilities and stockholders' equity:
Interest-bearing liabilities:
Checking
0.04
$
771,428
144
0.04
$
710,009
134
0.04
Savings
0.17
318,444
308
0.19
301,322
220
0.15
Money market
0.23
1,164,912
1,368
0.23
1,147,287
1,334
0.23
Retail certificates
1.38
2,334,281
15,341
1.31
2,235,850
13,682
1.23
Wholesale certificates
0.56
376,133
851
0.45
317,531
982
0.62
Total deposits
0.77
4,965,198
18,012
0.73
4,711,999
16,352
0.70
FHLB advances
(4)
2.23
2,504,999
28,053
2.24
2,570,980
31,582
2.46
FHLB line of credit
—
2,042,623
4,415
0.43
2,069,780
2,604
0.25
FHLB borrowings
2.23
4,547,622
32,468
1.43
4,640,760
34,186
1.47
Repurchase agreements
2.94
200,000
2,991
2.94
220,000
3,424
3.08
Total borrowings
2.29
4,747,622
35,459
1.49
4,860,760
37,610
1.55
Total interest-bearing liabilities
1.29
9,712,820
53,471
1.10
9,572,759
53,962
1.13
Other noninterest-bearing liabilities
121,560
116,659
Stockholders' equity
1,407,886
1,482,717
Total liabilities and stockholders' equity
$
11,242,266
$
11,172,135
(Continued)
55
At
For the Six Months Ended
March 31,
March 31, 2016
March 31, 2015
2016
Average
Interest
Average
Interest
Yield/
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Rate
Balance
Paid
Rate
Balance
Paid
Rate
(Dollars in thousands)
Net interest income
(5)
$
96,520
$
94,815
Net interest rate spread
(6)(11)
1.95%
1.64
%
1.59
%
Net interest-earning assets
$
1,238,295
$
1,367,472
Net interest margin
(7)(11)
1.76
1.73
Ratio of interest-earning assets
to interest-bearing liabilities
1.13x
1.14x
Selected performance ratios:
Return on average assets (annualized)
(11)
0.75
%
0.71
%
Return on average equity (annualized)
(11)
6.00
5.36
Average equity to average assets
12.52
13.27
Operating expense ratio
(8)
0.84
0.82
Efficiency ratio
(9)
43.25
43.66
Pre-tax yield on daily leverage strategy
(10)
0.16
0.21
(Concluded)
(1)
Calculated net of unearned loan fees, deferred costs, and undisbursed loan funds. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
MBS and investment securities classified as AFS are stated at amortized cost, adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $38.0 million and $36.0 million for the
six month period
March 31, 2016
and
2015
, respectively.
(4)
The balance and rate of FHLB advances are stated net of deferred gains and deferred prepayment penalties.
(5)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(6)
Net interest rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(7)
Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.
(8)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(9)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(10)
The pre-tax yield on the daily leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.
(11)
The table below presents a reconciliation of actual financial ratios to adjusted financial ratios excluding the effects of the daily leverage strategy. The adjusted financial ratios are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide these adjusted financial ratios because of the unique nature of the daily leverage strategy.
For the Six Months Ended
March 31, 2016
March 31, 2015
Daily Leverage
Daily Leverage
Actual
Strategy
Adjusted
Actual
Strategy
Adjusted
Return on average assets (annualized)
0.75
%
(0.14
)%
0.89
%
0.71
%
(0.13
)%
0.84
%
Return on average equity (annualized)
6.00
0.16
5.84
5.36
0.20
5.16
Net interest margin
1.76
(0.36
)
2.12
1.73
(0.35
)
2.08
Average net interest rate spread
1.64
(0.30
)
1.94
1.59
(0.27
)
1.86
56
Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the
six month period
March 31, 2016
to the
six month period
March 31, 2015
. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous year's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous year period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
For the Six Months Ended
March 31, 2016 vs. March 31, 2015
Increase (Decrease) Due to
Volume
Rate
Total
(Dollars in thousands)
Interest-earning assets:
Loans receivable
$
7,219
$
(3,081
)
$
4,138
MBS
(3,537
)
(468
)
(4,005
)
Investment securities
(458
)
128
(330
)
FHLB stock
(88
)
(11
)
(99
)
Cash and cash equivalents
10
1,500
1,510
Total interest-earning assets
3,146
(1,932
)
1,214
Interest-bearing liabilities:
Checking
12
(2
)
10
Savings
13
74
87
Money market
26
9
35
Certificates of deposit
978
550
1,528
FHLB borrowings
(752
)
(966
)
(1,718
)
Repurchase agreements
(291
)
(142
)
(433
)
Total interest-bearing liabilities
(14
)
(477
)
(491
)
Net change in net interest and dividend income
$
3,160
$
(1,455
)
$
1,705
Comparison of Operating Results for the Three Months Ended
March 31, 2016
and
2015
For the quarter ended
March 31, 2016
, the Company recognized net income of
$21.5 million
, or
$0.16
per share, compared to net income of
$19.2 million
, or
$0.14
per share, for the quarter ended
March 31, 2015
. The
$2.3 million
, or
11.9%
, increase in net income was due primarily to a $1.8 million increase in net interest income and a $1.3 million increase in non-interest income due mainly to income from BOLI. The $1.8 million, or 3.8%, increase in net interest income was due primarily to a $2.4 million decrease in interest expense on term borrowings.
Net income attributable to the daily leverage strategy was $561 thousand during the current quarter, compared to $682 thousand for the prior year quarter. The decrease in the net income attributable to the daily leverage strategy was due to an increase in the FHLB line of credit borrowings rate, which was larger than the increase in the average yield earned on the cash at the Federal Reserve Bank.
The net interest margin increased seven basis points, from
1.71%
for the prior year quarter to
1.78%
for the current year quarter. Excluding the effects of the daily leverage strategy, the net interest margin would have increased nine basis points, from 2.04% for the prior year quarter to 2.13% for the current year quarter. The increase in the net interest margin was due mainly to a decrease in interest expense on term borrowings.
57
Interest and Dividend Income
The weighted average yield on total interest-earning assets increased seven basis points, from 2.70% for the prior year quarter to 2.77% for the current quarter, while the average balance of interest-earning assets decreased $34.9 million from the prior year quarter. Absent the impact of the daily leverage strategy, the weighted average yield on total interest-earning assets would have increased one basis point, from 3.21% for the prior year quarter to 3.22% for the current year quarter, while the average balance would have increased $19.7 million. The following table presents the components of interest and dividend income for the time periods presented along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
60,732
$
58,198
$
2,534
4.4
%
MBS
7,702
9,537
(1,835
)
(19.2
)
FHLB stock
3,006
3,076
(70
)
(2.3
)
Cash and cash equivalents
2,707
1,393
1,314
94.3
Investment securities
1,485
1,673
(188
)
(11.2
)
Total interest and dividend income
$
75,632
$
73,877
$
1,755
2.4
The increase in interest income on loans receivable was due to a $403.9 million increase in the average balance of the portfolio, partially offset by a seven basis point decrease in the weighted average yield on the portfolio, to 3.62% for the current quarter. Loan growth was funded through cash flows from the securities portfolio along with deposit growth. The decrease in the weighted average yield was due primarily to endorsements and refinances repricing loans to lower market rates, along with the origination and purchase of loans between periods at rates less than the existing portfolio rate.
The decrease in interest income on the MBS portfolio was due primarily to a $300.1 million decrease in the average balance of the portfolio as cash flows not reinvested were used to fund loan growth. Additionally, the weighted average yield on the MBS portfolio decreased four basis points, from 2.28% during the prior year quarter to 2.24% for the current year quarter. Net premium amortization of $1.1 million during the current year quarter decreased the weighted average yield on the portfolio by 32 basis points. During the prior year quarter, $1.3 million of net premiums were amortized, which decreased the weighted average yield on the portfolio by 30 basis points.
The increase in interest income on cash and cash equivalents was due primarily to a 25 basis point increase in the weighted average yield resulting from an increase in yield earned on balances held at the Federal Reserve Bank.
The decrease in interest income on investment securities was due primarily to a $71.9 million decrease in the average balance. Cash flows not reinvested into the portfolio were used to fund loan growth.
58
Interest Expense
The weighted average rate paid on total interest-bearing liabilities decreased two basis points, from 1.14% for the prior year quarter to 1.12% for the current year quarter, while the average balance of interest-bearing liabilities increased $96.1 million from the prior year quarter. Absent the impact of the daily leverage strategy, the weighted average rate paid on total interest-bearing liabilities would have decreased 12 basis points from the prior year quarter, to 1.27%, due primarily to a decrease in the cost of term borrowings, while the average balance of interest-bearing liabilities would have increased $150.7 million due to deposit growth. The following table presents the components of interest expense for the periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
INTEREST EXPENSE:
FHLB advances
$
13,729
$
15,900
$
(2,171
)
(13.7
)%
FHLB line of credit
2,665
1,298
1,367
105.3
Deposits
9,213
8,207
1,006
12.3
Repurchase agreements
1,487
1,693
(206
)
(12.2
)
Total interest expense
$
27,094
$
27,098
$
(4
)
—
The decrease in interest expense on FHLB advances was due primarily to a 28 basis point decrease in the weighted average rate paid on the portfolio, to 2.23% for the current year quarter, resulting from the prepayment of a $175.0 million advance between periods, with an effective rate of 5.08%, which was replaced with a $175.0 million advance with an effective rate of 2.18%. The increase in interest expense on FHLB line of credit borrowings was due primarily to a 28 basis point increase in the weighted average rate paid on the borrowings.
The increase in interest expense on deposits was primarily a result of deposit growth, along with a four basis point increase in the weighted average rate, to 0.74% for the current quarter. The average balance of the deposit portfolio increased $270.6 million compared to the prior year quarter, with the majority of the increase in the higher costing certificate of deposit portfolio.
Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
NON-INTEREST INCOME:
Retail fees and charges
$
3,558
$
3,471
$
87
2.5
%
Income from BOLI
1,459
252
1,207
479.0
Insurance commissions
1,060
973
87
8.9
Loan fees
336
357
(21
)
(5.9
)
Other non-interest income
213
224
(11
)
(4.9
)
Total non-interest income
$
6,626
$
5,277
$
1,349
25.6
The increase in income from BOLI was due mainly to the receipt of a death benefit during the current quarter, as well as to the purchase of a new BOLI investment between periods.
59
Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
NON-INTEREST EXPENSE:
Salaries and employee benefits
$
10,288
$
10,412
$
(124
)
(1.2
)%
Occupancy, net
2,616
2,461
155
6.3
Information technology and communications
2,609
2,585
24
0.9
Federal insurance premium
1,399
1,468
(69
)
(4.7
)
Deposit and loan transaction costs
1,396
1,256
140
11.1
Regulatory and outside services
1,144
1,206
(62
)
(5.1
)
Advertising and promotional
983
749
234
31.2
Low income housing partnerships
1,321
1,366
(45
)
(3.3
)
Office supplies and related expense
584
588
(4
)
(0.7
)
Other non-interest expense
1,086
768
318
41.4
Total non-interest expense
$
23,426
$
22,859
$
567
2.5
The increase in advertising and promotional expense was due primarily to the timing of media campaigns and sponsorships. The increase in other non-interest expense was due mainly to an increase in expenses related to OREO operations due to a recent increase in properties with deferred maintenance and damage issues, as well as to an increase in deposit account charge-offs related to debit card fraud.
The Company's efficiency ratio was 42.46% for the current quarter compared to 43.91% for the prior year quarter. The change in the efficiency ratio was due primarily to an increase in net interest income, as well as to an increase in non-interest income.
Income Tax Expense
Income tax expense was
$10.2 million
for the current quarter compared to
$9.7 million
for the prior year quarter, due to an increase in pre-tax income. The effective tax rate for the current quarter was 32.2% compared to 33.5% for the prior year quarter. The decrease in the effective tax rate was due primarily to an increase in nontaxable income related to BOLI and higher low income housing tax credits in the current quarter.
60
Average Balance Sheet
Average yields are derived by dividing annualized income by the average balance of the related assets and average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The yields and rates include amortization of fees, costs, premiums and discounts which are considered adjustments to yields/rates. Yields on tax-exempt securities were not calculated on a fully taxable equivalent basis.
For the Three Months Ended
March 31, 2016
March 31, 2015
Average
Interest
Average
Interest
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Amount
Paid
Rate
Amount
Paid
Rate
Assets:
(Dollars in thousands)
Interest-earning assets:
Loans receivable
(1)
$
6,717,174
$
60,732
3.62
%
$
6,313,311
$
58,198
3.69
%
MBS
(2)
1,374,917
7,702
2.24
1,674,986
9,537
2.28
Investment securities
(2)(3)
488,493
1,485
1.22
560,434
1,673
1.19
FHLB stock
202,006
3,006
5.98
208,770
3,076
5.98
Cash and cash equivalents
2,142,320
2,707
0.50
2,202,290
1,393
0.25
Total interest-earning assets
(1)(2)
10,924,910
75,632
2.77
10,959,791
73,877
2.70
Other noninterest-earning assets
295,430
233,237
Total assets
$
11,220,340
$
11,193,028
Liabilities and stockholders' equity:
Interest-bearing liabilities:
Checking
$
785,149
72
0.04
$
724,637
67
0.04
Savings
323,572
168
0.21
305,182
115
0.15
Money market
1,170,684
683
0.23
1,153,612
664
0.23
Retail certificates
2,357,389
7,805
1.33
2,246,166
6,862
1.24
Wholesale certificates
392,286
485
0.50
328,910
499
0.61
Total deposits
5,029,080
9,213
0.74
4,758,507
8,207
0.70
FHLB advances
(4)
2,471,404
13,729
2.23
2,571,309
15,900
2.51
FHLB line of credit
2,007,692
2,665
0.53
2,062,222
1,298
0.25
FHLB borrowings
4,479,096
16,394
1.47
4,633,531
17,198
1.50
Repurchase agreements
200,000
1,487
2.94
220,000
1,693
3.08
Total borrowings
4,679,096
17,881
1.53
4,853,531
18,891
1.58
Total interest-bearing liabilities
9,708,176
27,094
1.12
9,612,038
27,098
1.14
Other noninterest-bearing liabilities
110,635
105,621
Stockholders' equity
1,401,529
1,475,369
Total liabilities and stockholders' equity
$
11,220,340
$
11,193,028
(Continued)
61
For the Three Months Ended
March 31, 2016
March 31, 2015
Average
Interest
Average
Interest
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Amount
Paid
Rate
Amount
Paid
Rate
(Dollars in thousands)
Net interest income
(5)
$
48,538
$
46,779
Net interest rate spread
(6)(11)
1.65
%
1.56
%
Net interest-earning assets
$
1,216,734
$
1,347,753
Net interest margin
(7)(11)
1.78
1.71
Ratio of interest-earning assets
to interest-bearing liabilities
1.13x
1.14x
Selected performance ratios:
Return on average assets (annualized)
(11)
0.77
%
0.69
%
Return on average equity (annualized)
(11)
6.14
5.21
Average equity to average assets
12.49
13.18
Operating expense ratio
(8)
0.84
0.82
Efficiency ratio
(9)
42.46
43.91
Pre-tax yield on daily leverage strategy
(10)
0.16
0.20
(Concluded)
(1)
Calculated net of unearned loan fees, deferred costs, and undisbursed loan funds. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
MBS and investment securities classified as AFS are stated at amortized cost, adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $37.9 million and $35.1 million for the quarters ended
March 31, 2016
and
March 31, 2015
, respectively.
(4)
The balance and rate of FHLB advances are stated net of deferred gains and deferred prepayment penalties.
(5)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(6)
Net interest rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(7)
Net interest margin represents net interest income as a percentage of average interest-earning assets.
(8)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(9)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(10)
The pre-tax yield on the daily leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.
(11)
The table below presents a reconciliation of actual financial ratios to adjusted financial ratios excluding the effects of the daily leverage strategy. The adjusted financial ratios are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide these adjusted financial ratios because of the unique nature of the daily leverage strategy.
For the Three Months Ended
March 31, 2016
March 31, 2015
Daily Leverage
Daily Leverage
Actual
Strategy
Adjusted
Actual
Strategy
Adjusted
Return on average assets (annualized)
0.77
%
(0.14
)%
0.91
%
0.69
%
(0.12
)%
0.81
%
Return on average equity (annualized)
6.14
0.16
5.98
5.21
0.18
5.03
Net interest margin
1.78
(0.35
)
2.13
1.71
(0.33
)
2.04
Average net interest rate spread
1.65
(0.30
)
1.95
1.56
(0.26
)
1.82
62
Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the three months ended
March 31, 2016
to the three months ended
March 31, 2015
. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous year's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous year period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
For the Three Months Ended March 31,
2016 vs. 2015
Increase (Decrease) Due to
Volume
Rate
Total
(Dollars in thousands)
Interest-earning assets:
Loans receivable
$
3,641
$
(1,108
)
$
2,533
MBS
(1,683
)
(152
)
(1,835
)
Investment securities
(218
)
31
(187
)
FHLB stock
(67
)
(3
)
(70
)
Cash and cash equivalents
(39
)
1,353
1,314
Total interest-earning assets
1,634
121
1,755
Interest-bearing liabilities:
Checking
6
(1
)
5
Savings
7
45
52
Money market
16
4
20
Certificates of deposit
568
361
929
FHLB borrowings
(567
)
(237
)
(804
)
Repurchase agreements
(138
)
(68
)
(206
)
Total interest-bearing liabilities
(108
)
104
(4
)
Net change in net interest and dividend income
$
1,742
$
17
$
1,759
Comparison of Operating Results for the Three Months Ended
March 31, 2016
and
December 31, 2015
Net income increased $809 thousand, or 3.9%, from the quarter ended December 31, 2015 to $21.5 million, or $0.16 per share, for the quarter ended March 31, 2016, due primarily to an increase in non-interest income. Net income attributable to the daily leverage strategy was $561 thousand during the current quarter compared to $583 thousand in the prior quarter.
Net interest income increased $556 thousand, or 1.2%, from the prior quarter to $48.5 million for the current quarter. The increase was due primarily to a decrease in interest expense on FHLB advances. The net interest margin increased three basis points from 1.75% for the prior quarter to 1.78% for the current quarter. Excluding the effects of the daily leverage strategy, the net interest margin would have been 2.13% for the current quarter compared to 2.11% for the prior quarter. The two basis point increase was due mainly to a decrease in interest expense on FHLB advances.
63
Interest and Dividend Income
The weighted average yield on total interest-earning assets for the current quarter increased six basis points from the prior quarter, to 2.77%, while the average balance of interest-earning assets decreased $52.1 million between the two periods. Absent the impact of the daily leverage strategy, the weighted average yield on total interest-earning assets would have increased one basis point from the prior quarter, to 3.22%, while the average balance would have increased $17.4 million. The following table presents the components of interest and dividend income for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
December 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
60,732
$
60,223
$
509
0.8
%
MBS
7,702
7,831
(129
)
(1.6
)
FHLB stock
3,006
3,152
(146
)
(4.6
)
Cash and cash equivalents
2,707
1,620
1,087
67.1
Investment securities
1,485
1,533
(48
)
(3.1
)
Total interest and dividend income
$
75,632
$
74,359
$
1,273
1.7
The increase in interest income on loans receivable was due to a $65.6 million increase in the average balance of the portfolio. The loan growth was largely funded with deposit growth during the current quarter. The weighted average yield on the portfolio was 3.62% for the current quarter, unchanged from the prior quarter.
The decrease in interest income on MBS was due to a $37.8 million decrease in the average balance of the portfolio, partially offset by a two basis point increase in the weighted average yield on the portfolio. During the current quarter, $1.1 million of net premiums on MBS were amortized, which decreased the weighted average yield on the portfolio by 32 basis points. During the prior quarter, $1.2 million of net premiums were amortized, which decreased the weighted average yield on the portfolio by 33 basis points.
The increase in interest income on cash and cash equivalents was due primarily to a 21 basis point increase in the weighted average yield resulting from a full quarter impact, in the current quarter, of the increase in yield earned on balances held at the Federal Reserve Bank.
Interest Expense
The weighted average rate paid on total interest-bearing liabilities increased four basis point from the prior quarter, to 1.12%, while the average balance of interest-bearing liabilities decreased $9.2 million between the two periods. Absent the impact of the daily leverage strategy, the weighted average rate paid on total interest-bearing liabilities would have decreased one basis point from the prior quarter, to 1.27%, and the average balance would have increased $60.2 million. The following table presents the components of interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
December 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
INTEREST EXPENSE:
FHLB advances
$
13,729
$
14,325
$
(596
)
(4.2
)%
FHLB line of credit
2,665
1,749
916
52.4
Deposits
9,213
8,799
414
4.7
Repurchase agreements
1,487
1,504
(17
)
(1.1
)
Total interest expense
$
27,094
$
26,377
$
717
2.7
The decrease in interest expense on FHLB advances was due primarily to a $66.8 million decrease in the average balance of the portfolio. Late in the prior quarter, a $200.0 million advance with an effective rate of 1.94% matured and was partially replaced with a $100.0 million advance with a contractual rate of 1.45%. The increase in interest expense on FHLB line of credit borrowings was due largely to a 20 basis point increase in the average rate paid on the borrowings, to 0.53% for the current quarter.
64
The increase in interest expense on deposits was due primarily to a three basis point increase in the average rate paid on the deposit portfolio, to 0.74% for the current quarter, as well as to deposit growth. The average balance of the deposit portfolio increased by $127.1 million, which was largely in the certificates of deposit and checking portfolios.
Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
December 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
NON-INTEREST INCOME:
Retail fees and charges
$
3,558
$
3,814
$
(256
)
(6.7
)%
Income from BOLI
1,459
703
756
107.5
Insurance commissions
1,060
516
544
105.4
Loan fees
336
342
(6
)
(1.8
)
Other non-interest income
213
191
22
11.5
Total non-interest income
$
6,626
$
5,566
$
1,060
19.0
The decrease in retail fees and charges was due primarily to a decrease in service fees earned and debit card income, due in part to seasonality. The increase in income from BOLI was due primarily to the receipt of death benefits during the current quarter. The increase in insurance commissions was due largely to the receipt of annual contingent commissions from certain insurance providers during the current quarter.
Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
March 31,
December 31,
Change Expressed in:
2016
2015
Dollars
Percent
(Dollars in thousands)
NON-INTEREST EXPENSE:
Salaries and employee benefits
$
10,288
$
10,487
$
(199
)
(1.9
)%
Occupancy, net
2,616
2,672
(56
)
(2.1
)
Information technology and communications
2,609
2,558
51
2.0
Federal insurance premium
1,399
1,382
17
1.2
Deposit and loan transaction costs
1,396
1,274
122
9.6
Regulatory and outside services
1,144
1,486
(342
)
(23.0
)
Advertising and promotional
983
1,154
(171
)
(14.8
)
Low income housing partnerships
1,321
773
548
70.9
Office supplies and related expense
584
887
(303
)
(34.2
)
Other non-interest expense
1,086
917
169
18.4
Total non-interest expense
$
23,426
$
23,590
$
(164
)
(0.7
)
The decrease in regulatory and outside services was due primarily to a decrease in external audit fees. The decrease in advertising and promotional expense was due primarily to the timing of media campaigns and sponsorships. The decrease in office supplies and related expense was due primarily to the purchase of cards enabled with chip card technology during the prior quarter. The increase in low income housing partnerships expense was due primarily to an increase in amortization expense.
65
The Company's efficiency ratio was 42.46% for the current quarter compared to 44.05% for the prior quarter. The change in the efficiency ratio was due primarily to an increase in non-interest income, as well as to an increase in net interest income. The efficiency ratio is a measure of a financial institution's total non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income. A lower value indicates that the financial institution is generating revenue with a lower level of expense.
Income Tax Expense
Income tax expense was $10.2 million for the current quarter compared to $9.2 million for the prior quarter. The increase between periods was due primarily to an increase in pre-tax income as well as to an increase in the effective income tax rate from 30.8% for the prior quarter to 32.2% for the current quarter. The increase in the effective income tax rate between quarters was due primarily to the prior quarter including favorable discrete items related to state income tax liabilities.
66
Average Balance Sheet
As previously mentioned, average yields are derived by dividing annualized income by the average balance of the related assets and average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The yields and rates include amortization of fees, costs, premiums and discounts which are considered adjustments to yields/rates. Yields on tax-exempt securities were not calculated on a fully taxable equivalent basis.
For the Three Months Ended
March 31, 2016
December 31, 2015
Average
Interest
Average
Interest
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Amount
Paid
Rate
Amount
Paid
Rate
Assets:
(Dollars in thousands)
Interest-earning assets:
Loans receivable
(1)
$
6,717,174
$
60,732
3.62
%
$
6,651,531
$
60,223
3.62
%
MBS
(2)
1,374,917
7,702
2.24
1,412,702
7,831
2.22
Investment securities
(2)(3)
488,493
1,485
1.22
503,075
1,533
1.22
FHLB stock
202,006
3,006
5.98
209,382
3,152
5.97
Cash and cash equivalents
2,142,320
2,707
0.50
2,200,345
1,620
0.29
Total interest-earning assets
(1)(2)
10,924,910
75,632
2.77
10,977,035
74,359
2.71
Other noninterest-earning assets
295,430
286,920
Total assets
$
11,220,340
$
11,263,955
Liabilities and stockholders' equity:
Interest-bearing liabilities:
Checking
$
785,149
72
0.04
$
757,857
72
0.04
Savings
323,572
168
0.21
313,372
140
0.18
Money market
1,170,684
683
0.23
1,159,201
685
0.23
Retail certificates
2,357,389
7,805
1.33
2,311,424
7,536
1.29
Wholesale certificates
392,286
485
0.50
360,156
366
0.40
Total deposits
5,029,080
9,213
0.74
4,902,010
8,799
0.71
FHLB advances
(4)
2,471,404
13,729
2.23
2,538,230
14,325
2.24
FHLB line of credit
2,007,692
2,665
0.53
2,077,174
1,749
0.33
FHLB borrowings
4,479,096
16,394
1.47
4,615,404
16,074
1.38
Repurchase agreements
200,000
1,487
2.94
200,000
1,504
2.94
Total borrowings
4,679,096
17,881
1.53
4,815,404
17,578
1.44
Total interest-bearing liabilities
9,708,176
27,094
1.12
9,717,414
26,377
1.08
Other noninterest-bearing liabilities
110,635
132,368
Stockholders' equity
1,401,529
1,414,173
Total liabilities and stockholders' equity
$
11,220,340
$
11,263,955
(Continued)
67
For the Three Months Ended
March 31, 2016
December 31, 2015
Average
Interest
Average
Interest
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Amount
Paid
Rate
Amount
Paid
Rate
(Dollars in thousands)
Net interest income
(5)
$
48,538
$
47,982
Net interest rate spread
(6)(11)
1.65
%
1.63
%
Net interest-earning assets
$
1,216,734
$
1,259,621
Net interest margin
(7)(11)
1.78
1.75
Ratio of interest-earning assets
to interest-bearing liabilities
1.13x
1.13x
Selected performance ratios:
Return on average assets (annualized)
(11)
0.77
%
0.74
%
Return on average equity (annualized)
(11)
6.14
5.86
Average equity to average assets
12.49
12.55
Operating expense ratio
(8)
0.84
0.84
Efficiency ratio
(9)
42.46
44.05
Pre-tax yield on daily leverage strategy
(10)
0.16
0.16
(Concluded)
(1)
Calculated net of unearned loan fees, deferred costs, and undisbursed loan funds. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
MBS and investment securities classified as AFS are stated at amortized cost, adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $37.9 million and $38.2 million for the quarters ended
March 31, 2016
and
December 31, 2015
, respectively.
(4)
The balance and rate of FHLB advances are stated net of deferred gains and deferred prepayment penalties.
(5)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(6)
Net interest rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities.
(7)
Net interest margin represents net interest income as a percentage of average interest-earning assets.
(8)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(9)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(10)
The pre-tax yield on the daily leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.
(11)
The table below presents a reconciliation of actual financial ratios to adjusted financial ratios excluding the effects of the daily leverage strategy. The adjusted financial ratios are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide these adjusted financial ratios because of the unique nature of the daily leverage strategy.
For the Three Months Ended
March 31, 2016
December 31, 2015
Daily Leverage
Daily Leverage
Actual
Strategy
Adjusted
Actual
Strategy
Adjusted
Return on average assets (annualized)
0.77
%
(0.14
)%
0.91
%
0.74
%
(0.14
)%
0.88
%
Return on average equity (annualized)
6.14
0.16
5.98
5.86
0.16
5.70
Net interest margin
1.78
(0.35
)
2.13
1.75
(0.36
)
2.11
Average net interest rate spread
1.65
(0.30
)
1.95
1.63
(0.30
)
1.93
68
Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the three months ended
March 31, 2016
to the three months ended
December 31, 2015
. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous quarter's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous quarter. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
For the Three Months Ended
March 31, 2016 vs. December 31, 2015
Increase (Decrease) Due to
Volume
Rate
Total
(Dollars in thousands)
Interest-earning assets:
Loans receivable
$
567
$
(59
)
$
508
MBS
(211
)
82
(129
)
Investment securities
(45
)
(2
)
(47
)
FHLB stock
(143
)
(3
)
(146
)
Cash and cash equivalents
(44
)
1,131
1,087
Total interest-earning assets
124
1,149
1,273
Interest-bearing liabilities:
Checking
2
(1
)
1
Savings
4
24
28
Money market
—
(1
)
(1
)
Certificates of deposit
190
196
386
FHLB borrowings
(551
)
871
320
Repurchase agreements
(8
)
(9
)
(17
)
Total interest-bearing liabilities
(363
)
1,080
717
Net change in net interest and dividend income
$
487
$
69
$
556
69
Liquidity and Capital Resources
Liquidity refers to our ability to generate sufficient cash to fund ongoing operations, to repay maturing certificates of deposit and other deposit withdrawals, to repay maturing borrowings, and to fund loan commitments. Liquidity management is both a daily and long-term function of our business management. The Company's most available liquid assets are represented by cash and cash equivalents, AFS securities, and short-term investment securities. The Bank's primary sources of funds are deposits, FHLB borrowings, repurchase agreements, repayments and maturities of outstanding loans and MBS and other short-term investments, and funds provided by operations. The Bank's term borrowings primarily have been used to invest in debentures and MBS in an effort to manage the Bank's interest rate risk with the intent to improve the earnings of the Bank while maintaining capital ratios in excess of regulatory standards for well-capitalized financial institutions. In addition, the Bank's focus on managing risk has provided additional liquidity capacity by maintaining a balance of MBS and investment securities available as collateral for borrowings.
We generally intend to manage cash reserves sufficient to meet short-term liquidity needs, which are routinely forecasted for 10, 30, and 365 days. Additionally, on a monthly basis, we perform a liquidity stress test in accordance with the Interagency Policy Statement on Funding and Liquidity Risk Management. The liquidity stress test incorporates both short-term and long-term liquidity scenarios in order to identify and to quantify liquidity risk. Management also continuously monitors key liquidity statistics related to items such as wholesale funding gaps, borrowings capacity, and available unpledged collateral, as well as various liquidity ratios.
In the event short-term liquidity needs exceed available cash, the Bank has access to a line of credit at FHLB and the Federal Reserve Bank discount window. When the daily leverage strategy is in place, the Bank maintains the resulting excess cash reserves from the borrowings on the FHLB line of credit at the Federal Reserve Bank, which can be used to meet any short-term liquidity needs. Per FHLB's lending guidelines, total FHLB borrowings cannot exceed 40% of regulatory total assets without the pre-approval of FHLB senior management. In July 2015, the president of FHLB approved an increase for one year in the Bank's borrowing limit to 55% of Bank Call Report total assets. The amount that can be borrowed from the Federal Reserve Bank discount window is based upon the fair value of securities pledged as collateral and certain other characteristics of those securities, and is used only when other sources of short-term liquidity are unavailable. Management tests the Bank's access to the Federal Reserve Bank discount window annually with a nominal, overnight borrowing.
If management observes a trend in the amount and frequency of line of credit utilization that is not in conjunction with a planned strategy, such as the daily leverage strategy, the Bank will likely utilize long-term wholesale borrowing sources such as FHLB advances and/or repurchase agreements to provide permanent fixed-rate funding. The maturities of these borrowings are generally staggered in order to mitigate the risk of a highly negative cash flow position at maturity.
The Bank's internal policy limits total borrowings to 55% of total assets. At
March 31, 2016
, the Bank had term borrowings, at par, of $2.68 billion or approximately 29% of total assets.
The amount of FHLB advances outstanding at
March 31, 2016
was $2.48 billion, of which $300.0 million was scheduled to mature in the next 12 months. All FHLB borrowings are secured by
certain qualifying loans pursuant to a blanket collateral agreement with FHLB along with certain securities. The Bank pledged securities with an estimated fair value of $191.6 million as collateral for FHLB borrowings at
March 31, 2016
. At
March 31, 2016
, the Bank's ratio of the par value of FHLB borrowings to Call Report total assets was 27%. When the full daily leverage strategy is in place, FHLB borrowings are in excess of 40% of the Bank's Call Report total assets, and are expected to be in excess of 40% as long as the Bank continues its daily leverage strategy and FHLB senior management continues to approve the Bank's borrowing limit being in excess of 40% of Call Report total assets. All or a portion of the borrowings against the FHLB line of credit in conjunction with the daily leverage strategy could be repaid at any point in time while the strategy is in effect, if necessary. Additionally, the Bank could utilize the repayment and maturity of outstanding loans, MBS, and other investments for liquidity needs rather than reinvesting such funds into the related portfolios. At
March 31, 2016
, the Bank had $992.7 million of securities that were eligible but unused as collateral for borrowing or other liquidity needs.
At
March 31, 2016
, the Bank had repurchase agreements of $200.0 million, or approximately 2% of total assets, none of which was scheduled to mature in the next 12 months. The Bank may enter into additional repurchase agreements as management deems appropriate, not to exceed 15% of total assets, and subject to a total borrowings limit of 55% discussed above. The Bank has pledged securities with an estimated fair value of $226.0 million as collateral for repurchase agreements as of
March 31, 2016
. The securities pledged for the repurchase agreements will be delivered back to the Bank when the repurchase agreements mature.
70
The Bank has access to and utilizes other sources of funds for liquidity purposes, such as brokered and public unit deposits. As of
March 31, 2016
, the Bank's policy allowed for combined brokered and public unit deposits up to 15% of total deposits. At
March 31, 2016
, the Bank had public unit deposits totaling $386.3 million, or approximately 8% of total deposits, and no brokered deposits. Management continuously monitors the wholesale deposit market for opportunities to obtain funds at attractive rates. The Bank had pledged securities with an estimated fair value of $426.1 million as collateral for public unit deposits at
March 31, 2016
. The securities pledged as collateral for public unit deposits are held under joint custody by FHLB and generally will be released upon deposit maturity.
At
March 31, 2016
, $1.13 billion of the Bank's $2.81 billion of certificates of deposit was scheduled to mature within one year. Included in the $1.13 billion was $307.5 million of public unit deposits. Based on our deposit retention experience and our current pricing strategy, we anticipate the majority of the maturing retail certificates of deposit will renew or transfer to other deposit products at the prevailing rate, although no assurance can be given in this regard. We also anticipate the majority of the $307.5 million of maturing public unit deposits will be replaced with similar wholesale funding products.
While scheduled payments from the amortization of loans and MBS and payments on short-term investments are relatively predictable sources of funds, deposit flows, prepayments on loans and MBS, and calls of investment securities are greatly influenced by general interest rates, economic conditions, and competition, and are less predictable sources of funds. To the extent possible, the Bank manages the cash flows of its loan and deposit portfolios by the rates it offers customers.
At
March 31, 2016
, cash and cash equivalents totaled $203.8 million, compared to $105.6 million at
September 30, 2015
, excluding cash related to the daily leverage strategy. The increase in operating cash between periods was due primarily to the Bank maintaining cash for seasonal operational needs, as well as the redemption of FHLB stock in conjunction with the removal of the daily leverage strategy at March 31, 2016. A majority of the cash received from the redemption of the FHLB stock was used to acquire FHLB stock when the full daily leverage strategy was reinstated on April 1, 2016.
As of
March 31, 2016
, the Bank had $2.3 million of agreements outstanding in connection with the remodeling of the Bank's Kansas City market area operations center. The project scope includes replacement of all mechanical and electrical systems, interior finishes, and exterior building components. The completed project will result in a more energy efficient building which is expected to lower our utility and maintenance expenses. There may be additional agreements and expenses related to the project through late fiscal year 2016, which is when the project is expected to be completed. Costs related to the project will be capitalized and depreciated according to the estimated useful life of the assets as they are placed in service.
71
The following table presents the contractual maturities of our loan, MBS, and investment securities portfolios at
March 31, 2016
, along with associated weighted average yields. Loans and securities which have adjustable interest rates are shown as maturing in the period during which the contract is due. The table does not reflect the effects of possible prepayments or enforcement of due on sale clauses. As of
March 31, 2016
, the amortized cost of investment securities in our portfolio which are callable or have pre-refunding dates within one year was $301.7 million.
Loans
(1)
MBS
Investment Securities
Total
Amount
Yield
Amount
Yield
Amount
Yield
Amount
Yield
(Dollars in thousands)
Amounts due:
Within one year
$
93,613
3.69
%
$
27
4.49
%
$
30,712
1.53
%
$
124,352
3.16
%
After one year:
Over one to two years
166,948
3.88
1,044
4.53
157,290
1.06
325,282
2.52
Over two to three years
20,405
4.66
16,343
4.21
203,030
1.16
239,778
1.67
Over three to five years
43,755
4.51
80,553
3.28
111,528
1.29
235,836
2.57
Over five to ten years
469,820
3.94
483,578
2.21
7,141
1.69
960,539
3.05
Over ten to fifteen years
1,419,746
3.28
383,993
1.88
—
—
1,803,739
2.98
After fifteen years
4,732,094
3.67
471,236
2.35
1,790
1.89
5,205,120
3.55
Total due after one year
6,852,768
3.62
1,436,747
2.25
480,779
1.17
8,770,294
3.26
$
6,946,381
3.63
$
1,436,774
2.25
$
511,491
1.19
$
8,894,646
3.26
(1)
Demand loans, loans having no stated maturity, and overdraft loans are included in the amounts due within one year. Construction loans are presented based on the term to complete construction. The maturity date for home equity loans assumes the customer always makes the required minimum payment.
72
Limitations on Dividends and Other Capital Distributions
Office of the Comptroller of the Currency ("OCC") regulations impose restrictions on savings institutions with respect to their ability to make distributions of capital, which include dividends, stock redemptions or repurchases, cash-out mergers and other transactions charged to the capital account. Under FRB and OCC safe harbor regulations, savings institutions generally may make capital distributions during any calendar year equal to earnings of the previous two calendar years and current year-to-date earnings. Beginning March 31, 2016, savings institutions must also maintain an applicable capital conservation buffer above minimum risk-based capital requirements in order to distribute dividends. A savings institution that is a subsidiary of a savings and loan holding company, such as the Company, that proposes to make a capital distribution must submit written notice to the OCC and FRB 30 days prior to such distribution. The OCC and FRB may object to the distribution during that 30-day period based on safety and soundness or other concerns. Savings institutions that desire to make a larger capital distribution, are under special restrictions, or are not, or would not be, sufficiently capitalized following a proposed capital distribution must obtain regulatory non-objection prior to making such a distribution.
The long-term ability of the Company to pay dividends to its stockholders is based primarily upon the ability of the Bank to make capital distributions to the Company. So long as the Bank remains "well-capitalized" after each capital distribution, operates in a safe and sound manner, and maintains an applicable capital conservation buffer above its minimum risk-based capital requirements, it is management's belief that the OCC and FRB will continue to allow the Bank to distribute its earnings to the Company, although no assurance can be given in this regard.
Off-Balance Sheet Arrangements, Commitments and Contractual Obligations
The Company, in the normal course of business, makes commitments to buy or sell assets or to incur or fund liabilities. There have been no material changes in commitments, contractual obligations or off-balance sheet arrangements from September 30, 2015. For additional information, see "Part II, Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Off-Balance Sheet Arrangements, Commitments and Contractual Obligations" in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2015. We anticipate that we will continue to have sufficient funds, through repayments and maturities of loans and securities, deposits and borrowings, to meet our current commitments.
The maximum balance of short-term FHLB borrowings outstanding at any month-end during the six months ended
March 31, 2016
was $2.60 billion, and the average balance of short-term FHLB borrowings outstanding during this period was $2.39 billion at a weighted average contractual rate of 0.58%. The majority of the short-term FHLB borrowings amount related to borrowings on the FHLB line of credit in conjunction with the daily leverage strategy. This compares to a balance of short-term FHLB borrowings outstanding at
March 31, 2016
of $300.0 million at a weighted average contractual rate of 1.55%.
Contingencies
In the normal course of business, the Company and its subsidiary are named defendants in various lawsuits and counter claims. In the opinion of management, after consultation with legal counsel, none of the currently pending suits are expected to have a materially adverse effect on the Company's consolidated financial statements for the quarter ended
March 31, 2016
, or future periods.
Capital
Consistent with our goal to operate a sound and profitable financial organization, we actively seek to maintain a "well-capitalized" status for the Bank and Company in accordance with regulatory standards. As of
March 31, 2016
, the Company and Bank exceeded all regulatory capital requirements. The following table presents the regulatory capital ratios of the Bank and the Company at
March 31, 2016
.
Regulatory
Minimum
Requirement For
Bank
Company
Regulatory
"Well-Capitalized"
Ratios
Ratios
Requirement
Status of Bank
Tier 1 leverage ratio
11.3
%
12.4
%
4.0
%
5.0
%
Common equity tier 1 capital ratio
29.8
32.8
4.5
6.5
Tier 1 capital ratio
29.8
32.8
6.0
8.0
Total capital ratio
30.0
33.0
8.0
10.0
73
The following table presents a reconciliation of equity under GAAP to regulatory capital amounts, as of
March 31, 2016
, for the Bank and the Company (dollars in thousands):
Bank
Company
Total equity as reported under GAAP
$
1,277,427
$
1,403,408
Unrealized gains on AFS securities
(7,014
)
(7,014
)
Total tier 1 capital
1,270,413
1,396,394
ACL
9,193
9,193
Total capital
$
1,279,606
$
1,405,587
Item 3. Quantitative and Qualitative Disclosure about Market Risk
Asset and Liability Management and Market Risk
For a complete discussion of the Bank's asset and liability management policies, as well as the potential impact of interest rate changes upon the market value of the Bank's portfolios, see "Part II, Item 7A. Quantitative and Qualitative Disclosures about Market Risk" in the Company's Annual Report on Form 10-K for the year ended September 30, 2015. The analysis presented in the tables below reflects the level of market risk at the Bank, including the cash the holding company has deposited at the Bank.
The rates of interest the Bank earns on its assets and pays on its liabilities are generally established contractually for a period of time. Fluctuations in interest rates have a significant impact not only upon our net income, but also upon the cash flows and market values of our assets and liabilities. Our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our interest-earning assets and interest-bearing liabilities. Risk associated with changes in interest rates on the earnings of the Bank and the market value of its financial assets and liabilities is known as interest rate risk. Interest rate risk is our most significant market risk, and our ability to adapt to changes in interest rates is known as interest rate risk management.
The general objective of our interest rate risk management program is to determine and manage an appropriate level of interest rate risk while maximizing net interest income in a manner consistent with our policy to manage, to the extent practicable, the exposure of net interest income to changes in market interest rates. The Board of Directors and Asset and Liability Management Committee ("ALCO") regularly review the interest rate risk exposure of the Bank by forecasting the impact of hypothetical, alternative interest rate environments on net interest income and the market value of portfolio equity ("MVPE") at various dates. The MVPE is defined as the net of the present value of cash flows from existing assets, liabilities, and off-balance sheet instruments. The present values are determined based upon market conditions as of the date of the analysis, as well as in alternative interest rate environments providing potential changes in the MVPE under those alternative interest rate environments. Net interest income is projected in the same alternative interest rate environments with both a static balance sheet and management strategies considered. The MVPE and net interest income analysis are also conducted to estimate our sensitivity to rates for future time horizons based upon market conditions as of the date of the analysis. In addition to the interest rate environments presented below, management also reviews the impact of non-parallel rate shock scenarios on a quarterly basis. These scenarios consist of flattening and steepening the yield curve by changing short-term and long-term interest rates independent of each other, and simulating cash flows and determining valuations as a result of these hypothetical changes in interest rates to identify rate environments that pose the greatest risk to the Bank. This analysis helps management quantify the Bank's exposure to changes in the shape of the yield curve.
74
For each date presented in the following table, the estimated change in the Bank's net interest income is based on the indicated instantaneous, parallel and permanent change in interest rates presented. The change in each interest rate environment represents the difference between estimated net interest income in the 0 basis point interest rate environment ("base case," assumes the forward market and product interest rates implied by the yield curve are realized) and the estimated net interest income in each alternative interest rate environment (assumes market and product interest rates have a parallel shift in rates across all maturities by the indicated change in rates). At all dates presented, the three-month Treasury bill yield was less than one percent, so the -100 basis points scenario was not applicable. Estimations of net interest income used in preparing the table below were based upon the assumptions that the total composition of interest-earning assets and interest-bearing liabilities does not change materially and that any repricing of assets or liabilities occurs at anticipated product and market rates for the alternative rate environments as of the dates presented. The estimation of net interest income does not include any projected gains or losses related to the sale of loans or securities, or income derived from non-interest income sources, but does include the use of different prepayment assumptions in the alternative interest rate environments. It is important to consider that estimated changes in net interest income are for a cumulative four-quarter period. These do not reflect the earnings expectations of management.
Change
Net Interest Income At
(in Basis Points)
March 31, 2016
September 30, 201
5
in Interest Rates
(1)
Amount ($)
Change ($)
Change (%)
Amount ($)
Change ($)
Change (%)
-100 bp
N/A
N/A
N/A
N/A
N/A
N/A
000 bp
$
190,499
$
—
—
%
$
190,776
$
—
—
%
+100 bp
190,721
222
0.12
189,248
(1,528
)
(0.80
)
+200 bp
188,771
(1,728
)
(0.91
)
186,443
(4,333
)
(2.27
)
+300 bp
184,485
(6,014
)
(3.16
)
181,652
(9,124
)
(4.78
)
(1)
Assumes an instantaneous, parallel, and permanent change in interest rates at all maturities.
As interest rates rise, cash flows from the Bank's mortgage related assets and callable investment securities decrease to such a level that the Bank's liabilities are projected to reprice to higher interest rates at a faster pace over the 12-month horizon than the Bank's assets, which decreases the net interest income projection. Lower interest rates at March 31, 2016, as compared to September 30, 2015, increased the amount of assets expected to reprice over the 12-month horizon, which reduced the Bank's exposure to higher interest rates at March 31, 2016 compared to September 30, 2015. See the gap table below for additional information.
The following table sets forth the estimated change in the MVPE for each date presented based on the indicated instantaneous, parallel, and permanent change in interest rates. The change in each interest rate environment represents the difference between the MVPE in the base case (assumes the forward market interest rates implied by the yield curve are realized) and the MVPE in each alternative interest rate environment (assumes market interest rates have a parallel shift in rates). At all dates presented, the three-month Treasury bill yield was less than one percent, so the -100 basis points scenario was not applicable. The estimations of the MVPE used in preparing the table below were based upon the assumptions that the total composition of interest-earning assets and interest-bearing liabilities does not change, that any repricing of assets or liabilities occurs at current product or market rates for the alternative rate environments as of the dates presented, and that different prepayment rates were used in each alternative interest rate environment. The estimated MVPE results from the valuation of cash flows from financial assets and liabilities over the anticipated lives of each for each interest rate environment. The table below presents the effects of the changes in interest rates on our assets and liabilities as they mature, repay, or reprice, as shown by the change in the MVPE for alternative interest rates.
Change
Market Value of Portfolio Equity At
(in Basis Points)
March 31, 2016
September 30, 201
5
in Interest Rates
(1)
Amount ($)
Change ($)
Change (%)
Amount ($)
Change ($)
Change (%)
-100 bp
N/A
N/A
N/A
N/A
N/A
N/A
000 bp
$
1,462,752
$
—
—
%
$
1,457,514
$
—
—
%
+100 bp
1,364,170
(98,582
)
(6.74
)
1,343,864
(113,650
)
(7.80
)
+200 bp
1,213,248
(249,504
)
(17.06
)
1,189,194
(268,320
)
(18.41
)
+300 bp
1,042,343
(420,409
)
(28.74
)
1,021,380
(436,134
)
(29.92
)
(1)
Assumes an instantaneous, parallel, and permanent change in interest rates at all maturities.
As interest rates rise, the market value of the Bank's assets decreases at a faster pace than the market value of the Bank's liabilities, which results in a decrease to the Bank's MVPE. As interest rates decrease, the opposite is true. Lower interest rates at March 31, 2016, as compared to September 30, 2015, decreased the Bank's risk to higher interest rates.
75
The following gap table summarizes the anticipated maturities or repricing periods of the Bank's interest-earning assets and interest-bearing liabilities based on the information and assumptions set forth in the notes below. Cash flow projections for mortgage-related assets are calculated based on current interest rates. Prepayment projections are subjective in nature, involve uncertainties and assumptions and, therefore, cannot be determined with a high degree of accuracy. Although certain assets and liabilities may have similar maturities or periods to repricing, they may react differently to changes in market interest rates. Assumptions may not reflect how actual yields and costs respond to market interest rate changes. The interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types of assets and liabilities may lag behind changes in market interest rates. Certain assets, such as adjustable-rate mortgage ("ARM") loans, have features that restrict changes in interest rates on a short-term basis and over the life of the asset. In the event of a change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed in calculating the gap table below. For additional information regarding the impact of changes in interest rates, see the preceding Percentage Change in Net Interest Income and Percentage Change in MVPE discussions and tables.
More Than
More Than
Within
One Year to
Three Years
Over
One Year
Three Years
to Five Years
Five Years
Total
Interest-earning assets
(Dollars in thousands)
Loans receivable
(1)
$
2,037,244
$
1,967,534
$
1,062,921
$
1,861,671
$
6,929,370
Securities
(2)
939,289
577,971
228,484
191,244
1,936,988
Other interest-earning assets
194,325
—
—
—
194,325
Total interest-earning assets
3,170,858
2,545,505
1,291,405
2,052,915
9,060,683
Interest-bearing liabilities
Transaction deposits
(3)
685,008
422,631
284,161
1,000,174
2,391,974
Certificates of deposit
1,135,533
1,059,112
612,418
849
2,807,912
Borrowings
(4)
300,000
1,075,000
1,000,000
344,984
2,719,984
Total interest-bearing liabilities
2,120,541
2,556,743
1,896,579
1,346,007
7,919,870
Excess (deficiency) of interest-earning assets over
interest-bearing liabilities
$
1,050,317
$
(11,238
)
$
(605,174
)
$
706,908
$
1,140,813
Cumulative excess of interest-earning assets over
interest-bearing liabilities
$
1,050,317
$
1,039,079
$
433,905
$
1,140,813
Cumulative excess of interest-earning assets over interest-bearing
liabilities as a percent of total Bank assets at:
March 31, 2016
11.27
%
11.15
%
4.66
%
12.25
%
September 30, 2015
7.48
Cumulative one-year gap - interest rates +200 bps at:
March 31, 2016
2.42
September 30, 2015
0.26
(1)
ARM loans are included in the period in which the rate is next scheduled to adjust or in the period in which repayments are expected to occur, or prepayments are expected to be received, prior to their next rate adjustment, rather than in the period in which the loans are due. Fixed-rate loans are included in the periods in which they are scheduled to be repaid, based on scheduled amortization and prepayment assumptions. Balances are net of deferred fees and exclude loans 90 or more days delinquent or in foreclosure.
(2)
MBS reflect projected prepayments at amortized cost. Investment securities are presented based on contractual maturities, term to call dates or pre-refunding dates as of March 31, 2016, at amortized cost.
(3)
Although the Bank's checking, savings, and money market accounts are subject to immediate withdrawal, management considers a substantial amount of these accounts to be core deposits having significantly longer effective maturities. The decay rates (the assumed rates at which the balances of existing accounts decline) used on these accounts is based on assumptions developed from our actual experiences with these accounts. If all of the Bank's checking, savings, and money market accounts had been assumed to be subject to repricing within one year, interest-bearing liabilities which were estimated to mature or reprice within one year would have exceeded interest-earning assets with comparable characteristics by $656.6 million, for a cumulative one-year gap of -7.0% of total assets.
(4)
Borrowings exclude deferred prepayment penalty costs.
The change in the one-year gap of 11.27% at March 31, 2016 compared to the one-year gap of 7.48% at September 30, 2015 was largely a result of lower interest rates at March 31, 2016 than at September 30, 2015.
76
The following table presents the weighted average yields/rates and WALs (in years), after applying prepayment, call assumptions, and decay rates for our interest-earning assets and interest-bearing liabilities as of the date presented. Yields presented for interest-earning assets include the amortization of fees, costs, premiums and discounts which are considered adjustments to the yield. The interest rate presented for term borrowings is the effective rate, which includes the net impact of the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid. The maturity and repricing terms presented for one- to four-family loans represent the contractual terms of the loan.
March 31, 2016
Amount
Yield/Rate
WAL
% of Category
% of Total
(Dollars in thousands)
Investment securities
$
511,491
1.19
%
1.5
26.2
%
5.6
%
MBS - fixed
971,651
2.23
3.3
49.9
10.5
MBS - adjustable
465,123
2.31
5.9
23.9
5.0
Total investment securities and MBS
1,948,265
1.97
3.4
100.0
%
21.1
Loans receivable:
Fixed-rate one- to four-family:
<= 15 years
1,251,410
3.20
3.7
18.0
%
13.6
> 15 years
4,026,012
3.98
5.1
57.9
43.7
All other fixed-rate loans
303,988
4.09
2.8
4.4
3.3
Total fixed-rate loans
5,581,410
3.81
4.7
80.3
60.6
Adjustable-rate one- to four-family:
<= 36 months
309,822
1.84
3.5
4.5
3.4
> 36 months
889,191
2.93
2.6
12.8
9.7
All other adjustable-rate loans
165,958
4.42
1.4
2.4
1.8
Total adjustable-rate loans
1,364,971
2.86
2.7
19.7
14.9
Total loans receivable
6,946,381
3.63
4.3
100.0
%
75.5
FHLB stock
114,381
5.98
2.9
1.2
Cash and cash equivalents
203,811
0.49
—
2.2
Total interest-earning assets
$
9,212,838
3.24
4.0
100.0
%
Transaction deposits
$
2,311,917
0.16
6.5
45.2
%
29.7
%
Certificates of deposit
2,807,912
1.27
1.7
54.8
36.0
Total deposits
5,119,829
0.77
3.9
100.0
%
65.7
Term borrowings
2,675,000
2.29
3.0
34.3
Total interest-bearing liabilities
$
7,794,829
1.29
3.6
100.0
%
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, the "Act") as of
March 31, 2016
. Based upon this evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that, as of
March 31, 2016
, such disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports it files or submits under the Act is accumulated and communicated to the Company's management (including the Chief Executive Officer and Chief Financial Officer) to allow timely decisions regarding required disclosure, and is recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company's internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Act) that occurred during the Company's quarter ended
March 31, 2016
that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
77
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company and the Bank are involved as plaintiff or defendant in various legal actions arising in the normal course of business. In our opinion, after consultation with legal counsel, we believe it unlikely that such pending legal actions will have a material adverse effect on our financial condition, results of operations or liquidity.
Item 1A. Risk Factors
There have been no material changes to our risk factors disclosed in our Annual Report on Form 10-K for the fiscal year ended
September 30, 2015
.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
See "Liquidity and Capital Resources - Capital" in "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" regarding OCC restrictions on dividends from the Bank to the Company.
The following table summarizes our share repurchase activity during the three months ended
March 31, 2016
and additional information regarding our share repurchase program. In October 2015, the Company announced a stock repurchase plan for up to $70.0 million of common stock. It is anticipated that shares will be purchased from time to time in the open-market based upon market conditions and available liquidity. There is no expiration for this repurchase plan.
Approximate
Total
Total Number of
Dollar Value of
Number of
Average
Shares Purchased as
Shares that May
Shares
Price Paid
Part of Publicly
Yet Be Purchased
Purchased
per Share
Announced Plans
Under the Plan
January 1, 2016 through
January 31, 2016
—
$
—
—
$
70,000,000
February 1, 2016 through
February 29, 2016
—
—
—
70,000,000
March 1, 2016 through
March 31, 2016
—
—
—
70,000,000
Total
—
—
—
70,000,000
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits
See Index to Exhibits.
78
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CAPITOL FEDERAL FINANCIAL, INC.
Date: May 10, 2016
By:
/s/ John B. Dicus
John B. Dicus, Chairman, President and Chief Executive Officer
Date: May 10, 2016
By:
/s/ Kent G. Townsend
Kent G. Townsend, Executive Vice President,
Chief Financial Officer and Treasurer
79
INDEX TO EXHIBITS
Exhibit
Number
Document
3(i)
Charter of Capitol Federal Financial, Inc., as filed on May 6, 2010, as Exhibit 3(i) to Capitol Federal Financial, Inc.'s Registration Statement on Form S-1 (File No. 333-166578) and incorporated herein by reference
3(ii)
Bylaws of Capitol Federal Financial, Inc. as filed on May 6, 2010, as Exhibit 3(ii) to Capitol Federal Financial Inc.'s Registration Statement on Form S-1 (File No. 333-166578) and incorporated herein by reference
10.1(i)
Capitol Federal Financial, Inc.'s Employee Stock Ownership Plan, as amended, filed on May 10, 2011 as Exhibit 10.1(ii) to the March 31, 2011 Form 10-Q for Capitol Federal Financial, Inc., and incorporated herein by reference
10.1(ii)
Form of Change of Control Agreement with each of John B. Dicus, Kent G. Townsend, and Rick C. Jackson filed on January 20, 2011 as Exhibit 10.1 to the Registrant's Current Report on Form 8-K and incorporated herein by reference
10.1(iii)
Form of Change of Control Agreement with each of Natalie G. Haag and Carlton A. Ricketts filed on November 29, 2012 as Exhibit 10.1(iv) to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.1(iv)
Form of Change of Control Agreement with Frank H. Wright filed on November 29, 2013 as Exhibit 10.1(v) to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.2
Capitol Federal Financial's 2000 Stock Option and Incentive Plan (the "Stock Option Plan") filed on April 13, 2000 as Appendix A to Capitol Federal Financial's Revised Proxy Statement (File No. 000-25391) and incorporated herein by reference
10.3
Capitol Federal Financial Deferred Incentive Bonus Plan, as amended, filed on May 5, 2009 as Exhibit 10.4 to the March 31, 2009 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.4
Form of Incentive Stock Option Agreement under the Stock Option Plan filed on February 4, 2005 as Exhibit 10.5 to the December 31, 2004 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.5
Form of Non-Qualified Stock Option Agreement under the Stock Option Plan filed on February 4, 2005 as Exhibit 10.6 to the December 31, 2004 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.6
Description of Named Executive Officer Salary and Bonus Arrangements filed on November 25, 2015 as Exhibit 10.6 to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.7
Description of Director Fee Arrangements filed on August 1, 2014 as Exhibit 10.9 to the Registrant's June 30, 2014 Form 10-Q and incorporated herein by reference
10.8
Short-term Performance Plan filed on August 4, 2015 as Exhibit 10.10 to the Registrant's June 30, 2015 Form 10-Q and incorporated herein by reference
10.9
Capitol Federal Financial, Inc. 2012 Equity Incentive Plan (the "Equity Incentive Plan") filed on December 22, 2011 as Appendix A to Capitol Federal Financial, Inc.'s Proxy Statement (File No. 001-34814) and incorporated herein by reference
10.10
Form of Incentive Stock Option Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.12 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.11
Form of Non-Qualified Stock Option Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.13 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.12
Form of Stock Appreciation Right Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.14 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.13
Form of Restricted Stock Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.15 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
11
Calculations of Basic and Diluted EPS (See "Part I, Item 1. Financial Statements – Notes to Consolidated Financial Statements – Note 2 – Earnings Per Share")
31.1
Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002 made by John B. Dicus, Chairman, President and Chief Executive Officer
31.2
Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002 made by Kent G. Townsend, Executive Vice President, Chief Financial Officer and Treasurer
32
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 made by John B. Dicus, Chairman, President and Chief Executive Officer, and Kent G. Townsend, Executive Vice President, Chief Financial Officer and Treasurer
80
101
The following information from the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016, filed with the Securities and Exchange Commission on May 10, 2016, has been formatted in eXtensible Business Reporting Language: (i) Consolidated Balance Sheets at March 31, 2016 and September 30, 2015, (ii) Consolidated Statements of Income for the three and six months ended March 31, 2016 and 2015, (iii) Consolidated Statements of Comprehensive Income for the three and six months ended March 31, 2016 and 2015, (iv) Consolidated Statement of Stockholders' Equity for the six months ended March 31, 2016, (v) Consolidated Statements of Cash Flows for the six months ended March 31, 2016 and 2015, and (vi) Notes to the Unaudited Consolidated Financial Statements
81