Maryland
|
43-1524856
|
|
(State or other jurisdiction of incorporation
or organization)
|
(IRS Employer Identification Number)
|
|
1451 E. Battlefield, Springfield, Missouri
|
65804
|
|
(Address of principal executive offices)
|
(Zip Code)
|
|
(417) 887-4400
|
Large accelerated filer / /
|
Accelerated filer /X/
|
Non-accelerated filer / /
|
Smaller reporting company / /
|
(Do not check if a smaller
reporting company)
|
MARCH 31,
|
DECEMBER 31,
|
|||||
2012
|
2011
|
|||||
(Unaudited)
|
||||||
ASSETS
|
||||||
Cash
|
$ |
85,229
|
$
|
87,911
|
||
Interest-bearing deposits in other financial institutions
|
374,844
|
248,569
|
||||
Federal funds sold
|
337
|
43,769
|
||||
Cash and cash equivalents
|
460,410
|
380,249
|
||||
Available-for-sale securities
|
874,273
|
875,411
|
||||
Held-to-maturity securities (fair value $2,043 – March 2012;
|
||||||
$2,101 - December 2011)
|
1,865
|
1,865
|
||||
Mortgage loans held for sale
|
19,121
|
28,920
|
||||
Loans receivable, net of allowance for loan losses of
|
||||||
$41,532 – March 2012; $41,232 - December 2011
|
2,119,054
|
2,124,161
|
||||
FDIC indemnification asset
|
84,087
|
108,004
|
||||
Interest receivable
|
12,828
|
13,848
|
||||
Prepaid expenses and other assets
|
106,007
|
85,175
|
||||
Foreclosed assets held for sale, net
|
69,244
|
67,621
|
||||
Premises and equipment, net
|
92,918
|
84,192
|
||||
Goodwill and other intangible assets
|
6,633
|
6,929
|
||||
Investment in Federal Home Loan Bank stock
|
11,965
|
12,088
|
||||
Current and deferred income tax asset
|
--
|
1,549
|
||||
Total Assets
|
$ |
3,858,405
|
$
|
3,790,012
|
||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
||||||
Liabilities:
|
||||||
Deposits
|
$ |
3,078,066
|
$
|
2,963,539
|
||
Federal Home Loan Bank advances
|
147,102
|
184,437
|
||||
Securities sold under reverse repurchase agreements with customers
|
199,594
|
216,737
|
||||
Short-term borrowings
|
522
|
660
|
||||
Structured repurchase agreements
|
53,077
|
53,090
|
||||
Subordinated debentures issued to capital trusts
|
30,929
|
30,929
|
||||
Accrued interest payable
|
2,014
|
2,277
|
||||
Advances from borrowers for taxes and insurance
|
2,460
|
1,572
|
||||
Accounts payable and accrued expenses
|
12,721
|
12,184
|
||||
Current and deferred income tax liability
|
297
|
--
|
||||
Total Liabilities
|
3,526,782
|
3,465,425
|
||||
Stockholders' Equity:
|
||||||
Capital stock
|
||||||
Serial preferred stock – SBLF, $.01 par value; authorized 1,000,000 shares; issued
and outstanding March 2012 and December 2011 - 57,943
|
57,943
|
57,943
|
||||
Common stock, $.01 par value; authorized 20,000,000 shares;
issued and outstanding March 2012 – 13,498,873 shares;
|
||||||
December 2011 - 13,479,856 shares
|
134
|
134
|
||||
Additional paid-in capital
|
17,391
|
17,183
|
||||
Retained earnings
|
242,080
|
236,914
|
||||
Accumulated other comprehensive gain
|
14,075
|
12,413
|
||||
Total Stockholders' Equity
|
331,623
|
324,587
|
||||
Total Liabilities and Stockholders' Equity
|
$ |
3,858,405
|
$
|
3,790,012
|
|
|
THREE MONTHS ENDED
MARCH 31,
|
|
|||||
|
|
2012
|
|
|
2011
|
|
||
INTEREST INCOME
|
|
(Unaudited)
|
|
|||||
Loans
|
|
$
|
37,897
|
|
|
$
|
42,084
|
|
Investment securities and other
|
|
|
6,780
|
|
|
|
6,956
|
|
TOTAL INTEREST INCOME
|
|
|
44,677
|
|
|
|
49,040
|
|
INTEREST EXPENSE
|
|
|
|
|
|
|
|
|
Deposits
|
|
|
5,784
|
|
|
|
7,486
|
|
Federal Home Loan Bank advances
|
|
|
1,274
|
|
|
|
1,297
|
|
Short-term borrowings and repurchase agreements
|
|
|
687
|
|
|
|
756
|
|
Subordinated debentures issued to capital trusts
|
|
|
159
|
|
|
|
140
|
|
TOTAL INTEREST EXPENSE
|
|
|
7,904
|
|
|
|
9,679
|
|
NET INTEREST INCOME
|
|
|
36,773
|
|
|
|
39,361
|
|
PROVISION FOR LOAN LOSSES
|
|
|
10,077
|
|
|
|
8,200
|
|
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES
|
|
|
26,696
|
|
|
|
31,161
|
|
|
|
|
|
|
|
|
|
|
NON-INTEREST INCOME
|
|
|
|
|
|
|
|
|
Commissions
|
|
|
2,626
|
|
|
|
2,437
|
|
Service charges and ATM fees
|
|
|
4,492
|
|
|
|
4,063
|
|
Net realized gains on sales of loans
|
|
|
1,150
|
|
|
|
907
|
|
Net realized gains on sales and impairments of available-for-sale securities
|
28
|
|
--
|
|||||
Late charges and fees on loans
|
|
|
173
|
|
|
|
122
|
|
Net change in interest rate swap fair value
|
96
|
--
|
||||||
Accretion (amortization) of income related to business acquisitions
|
|
|
(1,748
|
)
|
|
|
(9,754
|
)
|
Other income
|
|
|
1,648
|
|
|
|
453
|
|
TOTAL NON-INTEREST INCOME
|
|
|
8,465
|
|
|
|
(1,772
|
)
|
|
|
|
|
|
|
|
|
|
NON-INTEREST EXPENSE
|
|
|
|
|
|
|
|
|
Salaries and employee benefits
|
|
|
13,879
|
|
|
|
11,573
|
|
Net occupancy and equipment expense
|
|
|
4,959
|
|
|
|
3,690
|
|
Postage
|
|
|
827
|
|
|
|
755
|
|
Insurance
|
|
|
1,123
|
|
|
|
1,446
|
|
Advertising
|
|
|
369
|
|
|
|
275
|
|
Office supplies and printing
|
|
|
397
|
|
|
|
278
|
|
Telephone
|
|
|
767
|
|
|
|
625
|
|
Legal, audit and other professional fees
|
|
|
869
|
|
|
|
762
|
|
Expense on foreclosed assets
|
|
|
439
|
|
|
|
429
|
|
Other operating expenses
|
|
|
3,180
|
|
|
|
1,776
|
|
TOTAL NON-INTEREST EXPENSE
|
|
|
26,809
|
|
|
|
21,609
|
|
|
|
|
|
|
|
|
||
INCOME BEFORE INCOME TAXES
|
|
|
8,352
|
|
|
|
7,780
|
|
|
|
|
|
|
|
|
|
|
PROVISION FOR INCOME TAXES
|
|
|
855
|
|
|
|
1,887
|
|
|
|
|
|
|
|
|
|
|
NET INCOME
|
|
|
7,497
|
|
|
|
5,893
|
|
Preferred stock dividends and discount accretion
|
|
|
144
|
|
|
845
|
|
|
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS
|
|
$
|
7,353
|
|
|
$
|
5,048
|
|
BASIC EARNINGS PER COMMON SHARE
|
|
$
|
0.54
|
|
|
$
|
0.38
|
|
DILUTED EARNINGS PER COMMON SHARE
|
|
$
|
0.54
|
|
|
$
|
0.36
|
|
DIVIDENDS DECLARED PER COMMON SHARE
|
|
$
|
.18
|
|
|
$
|
.18
|
|
Three Months Ended March 31,
|
||||||||
2012
|
2011
|
|||||||
Net Income
|
$ | 7,497 | $ | 5,893 | ||||
Unrealized appreciation (depreciation) on available-for-sale securities, net of
|
||||||||
taxes (credit) of $939 and $(949), for 2012 and 2011, respectively
|
1,744 | (1,763 | ) | |||||
Non-credit component of unrealized gain (loss) on available-for-sale debt
|
||||||||
securities for which a portion of an other-than-temporary impairment
|
||||||||
has been recognized, net of taxes (credit) of $(34) and $47, for
|
||||||||
2012 and 2011, respectively
|
(64 | ) | 87 | |||||
Less reclassification adjustment for losses included in net income,
|
||||||||
net of taxes (credit) of $(10) and $0 for 2012 and 2011, respectively
|
(18 | ) | -- | |||||
Comprehensive Income
|
$ | 9,159 | $ | 4,217 | ||||
|
|
THREE MONTHS ENDED MARCH 31,
|
|
|||||
|
|
2012
|
|
|
2011
|
|
||
|
|
(Unaudited)
|
|
|||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
||||
Net income
|
|
$
|
7,497
|
|
|
$
|
5,893
|
|
Proceeds from sales of loans held for sale
|
|
|
59,587
|
|
|
|
52,100
|
|
Originations of loans held for sale
|
|
|
(50,684
|
)
|
|
|
(36,831
|
)
|
Items not requiring (providing) cash:
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
1,596
|
|
|
|
1,206
|
|
Amortization of other assets
|
|
|
1,461
|
|
|
|
561
|
|
Compensation expense for stock option grants
|
111
|
119
|
||||||
Provision for loan losses
|
|
|
10,077
|
|
|
|
8,200
|
|
Net gains on loan sales
|
|
|
(1,150
|
)
|
|
|
(907
|
)
|
Net gains on sale or impairment of available-for-sale investment securities
|
(28
|
)
|
|
--
|
||||
Net losses on sale of premises and equipment
|
|
|
189
|
|
|
168
|
||
(Gain) loss on sale of foreclosed assets
|
|
|
(1,013
|
)
|
|
|
266
|
|
Amortization (accretion) of deferred income, premiums, discounts
|
|
|
|
|
||||
and fair value adjustments
|
|
|
(3,591
|
)
|
|
|
9,510
|
|
(Gain) loss on derivative interest rate products
|
(96
|
)
|
|
|
--
|
|||
Deferred income taxes
|
|
|
(195
|
)
|
|
|
(4,245
|
)
|
Changes in:
|
|
|
|
|
|
|
|
|
Interest receivable
|
|
|
1,020
|
|
|
|
961
|
|
Prepaid expenses and other assets
|
|
|
18,237
|
|
|
|
4,988
|
|
Accounts payable and accrued expenses
|
|
|
216
|
|
|
|
(1,207
|
)
|
Income taxes refundable/payable
|
|
|
1,146
|
|
|
|
4,947
|
|
Net cash provided by operating activities
|
|
|
44,380
|
|
|
|
45,729
|
|
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
Net increase in loans
|
|
|
(16,929
|
)
|
|
|
(27,545
|
)
|
Purchase of loans
|
|
|
(12,107
|
)
|
|
--
|
|
|
Purchase of additional business units
|
--
|
|
(2
|
)
|
||||
Purchase of premises and equipment
|
|
|
(10,519
|
)
|
|
|
(3,537
|
)
|
Proceeds from sale of premises and equipment
|
|
|
8
|
|
|
86
|
||
Proceeds from sale of foreclosed assets
|
|
|
9,352
|
|
|
4,635
|
|
|
Capitalized costs on foreclosed assets
|
|
|
(101
|
)
|
|
|
(164
|
)
|
Proceeds from sales of available-for-sale investment securities
|
1,224
|
|
--
|
|||||
Proceeds from maturing held-to-maturity investment securities
|
--
|
|
1,202
|
|
||||
Proceeds from called investment securities
|
|
|
5,810
|
|
|
|
6,645
|
|
Principal reductions on mortgage-backed securities
|
|
|
30,355
|
|
|
|
32,999
|
|
Purchase of available-for-sale securities
|
|
|
(34,826
|
)
|
|
|
(112,823
|
)
|
Redemption of Federal Home Loan Bank stock
|
|
|
123
|
|
|
|
48
|
|
Net cash used in investing activities
|
|
|
(27,610
|
)
|
|
|
(98,456
|
)
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
Net increase in certificates of deposit
|
|
|
32,332
|
|
|
19,967
|
||
Net increase in checking and savings deposits
|
|
|
82,483
|
|
|
|
60,188
|
|
Repayments of Federal Home Loan Bank advances
|
|
|
(32,573
|
)
|
|
|
(1,059
|
)
|
Net increase (decrease) in short-term borrowings and structured repo
|
|
|
(17,281
|
)
|
|
|
8,922
|
|
Advances from borrowers for taxes and insurance
|
|
|
888
|
|
|
|
177
|
|
Dividends paid
|
|
|
(2,799
|
)
|
|
|
(3,146
|
)
|
Stock options exercised
|
|
|
341
|
|
|
|
4
|
|
Net cash provided by financing activities
|
|
|
63,391
|
|
|
85,053
|
||
INCREASE IN CASH AND CASH EQUIVALENTS
|
|
|
80,161
|
|
|
|
32,326
|
|
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
|
|
380,249
|
|
|
|
429,971
|
|
CASH AND CASH EQUIVALENTS, END OF PERIOD
|
|
$
|
460,410
|
|
|
462,297
|
|
Three Months Ended March 31,
|
||||||||
2012
|
2011
|
|||||||
(In Thousands, Except
|
||||||||
Per Share Data)
|
||||||||
Basic:
|
||||||||
Average shares outstanding
|
13,491 | 13,454 | ||||||
Net income available to common shareholders
|
$ | 7,353 | $ | 5,048 | ||||
Per share amount
|
$ | 0.54 | $ | 0.38 | ||||
Diluted:
|
||||||||
Average shares outstanding
|
13,491 | 13,454 | ||||||
Net effect of dilutive stock options and warrants – based on the treasury
|
||||||||
stock method using average market price
|
62 | 569 | ||||||
Diluted shares
|
13,553 | 14,023 | ||||||
Net income available to common shareholders
|
$ | 7,353 | $ | 5,048 | ||||
Per share amount
|
$ | 0.54 | $ | 0.36 | ||||
March 31, 2012
|
||||||||||||||||||||
Gross
|
Gross
|
Tax
|
||||||||||||||||||
Amortized
|
Unrealized
|
Unrealized
|
Fair
|
Equivalent
|
||||||||||||||||
Cost
|
Gains
|
Losses
|
Value
|
Yield
|
||||||||||||||||
(In Thousands)
|
||||||||||||||||||||
AVAILABLE-FOR-SALE SECURITIES:
|
||||||||||||||||||||
U.S. government agencies
|
$ | 20,000 | $ | 21 | $ | — | $ | 20,021 | 1.12 | % | ||||||||||
Collateralized mortgage obligations
|
5,187 | 230 | 332 | 5,085 | 5.24 | |||||||||||||||
Mortgage-backed securities
|
633,867 | 14,314 | 277 | 647,904 | 3.01 | |||||||||||||||
Small Business Administration
|
||||||||||||||||||||
loan pools
|
53,618 | 1,221 | — | 54,839 | 1.78 | |||||||||||||||
States and political subdivisions
|
138,668 | 5,995 | 858 | 143,805 | 5.69 | |||||||||||||||
Corporate bonds
|
49 | 246 | — | 295 | 47.36 | |||||||||||||||
Equity securities
|
1,230 | 1,094 | — | 2,324 | — | |||||||||||||||
$ | 852,619 | $ | 23,121 | $ | 1,467 | $ | 874,273 | 3.34 | % | |||||||||||
HELD-TO-MATURITY SECURITIES:
|
||||||||||||||||||||
States and political subdivisions
|
$ | 1,865 | $ | 178 | $ | — | $ | 2,043 | 4.40 | % |
December 31, 2011
|
||||||||||||||||||||
Gross
|
Gross
|
Tax
|
||||||||||||||||||
Amortized
|
Unrealized
|
Unrealized
|
Fair
|
Equivalent
|
||||||||||||||||
Cost
|
Gains
|
Losses
|
Value
|
Yield
|
||||||||||||||||
(In Thousands)
|
||||||||||||||||||||
AVAILABLE-FOR-SALE SECURITIES:
|
||||||||||||||||||||
U.S. government agencies
|
$ | 20,000 | $ | 60 | $ | — | $ | 20,060 | 1.12 | % | ||||||||||
Collateralized mortgage obligations
|
5,220 | — | 380 | 4,840 | 5.53 | |||||||||||||||
Mortgage-backed securities
|
628,729 | 13,728 | 802 | 641,655 | 3.12 | |||||||||||||||
Small Business Administration
|
||||||||||||||||||||
loan pools
|
55,422 | 1,070 | — | 56,492 | 1.68 | |||||||||||||||
States and political subdivisions
|
145,663 | 5,478 | 903 | 150,238 | 5.72 | |||||||||||||||
Corporate bonds
|
50 | 245 | — | 295 | 39.65 | |||||||||||||||
Equity securities
|
1,230 | 601 | — | 1,831 | — | |||||||||||||||
$ | 856,314 | $ | 21,182 | $ | 2,085 | $ | 875,411 | 3.44 | % | |||||||||||
HELD-TO-MATURITY SECURITIES:
|
||||||||||||||||||||
States and political subdivisions
|
$ | 1,865 | $ | 236 | $ | — | $ | 2,101 | 4.39 | % |
Amortized
|
Fair
|
|||||||
Cost
|
Value
|
|||||||
(In Thousands)
|
||||||||
One year or less
|
$ | 1,209 | $ | 1,208 | ||||
After one through five years
|
1,445 | 1,465 | ||||||
After five through ten years
|
12,151 | 12,545 | ||||||
After ten years
|
197,530 | 203,742 | ||||||
Securities not due on a single maturity date
|
639,054 | 652,989 | ||||||
Equity securities
|
1,230 | 2,324 | ||||||
$ | 852,619 | $ | 874,273 | |||||
Amortized
|
Fair
|
|||||||
Cost
|
Value
|
|||||||
(In Thousands)
|
||||||||
One year or less
|
$ | 840 | $ | 840 | ||||
After five through ten years
|
1,025 | 1,203 | ||||||
$ | 1,865 | $ | 2,043 |
March 31, 2012
|
||||||||||||||||||||||||
Less than 12 Months
|
12 Months or More
|
Total
|
||||||||||||||||||||||
Fair
|
Unrealized
|
Fair
|
Unrealized
|
Fair
|
Unrealized
|
|||||||||||||||||||
Description of Securities
|
Value
|
Losses
|
Value
|
Losses
|
Value
|
Losses
|
||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||
Collateralized mortgage
|
||||||||||||||||||||||||
obligations
|
$ | — | $ | — | $ | 1,094 | $ | (332 | ) | $ | 1,094 | $ | (332 | ) | ||||||||||
Mortgage-backed securities
|
74,622 | (163 | ) | 46,839 | (114 | ) | 121,461 | (277 | ) | |||||||||||||||
States and political
|
||||||||||||||||||||||||
subdivisions
|
23,345 | (313 | ) | 4,205 | (545 | ) | 27,550 | (858 | ) | |||||||||||||||
$ | 97,967 | $ | (476 | ) | $ | 52,138 | $ | (991 | ) | $ | 150,105 | $ | (1,467 | ) |
December 31, 2011
|
||||||||||||||||||||||||
Less than 12 Months
|
12 Months or More
|
Total
|
||||||||||||||||||||||
Fair
|
Unrealized
|
Fair
|
Unrealized
|
Fair
|
Unrealized
|
|||||||||||||||||||
Description of Securities
|
Value
|
Losses
|
Value
|
Losses
|
Value
|
Losses
|
||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||
Collateralized mortgage
|
||||||||||||||||||||||||
obligations
|
$ | 3,760 | $ | (110 | ) | $ | 1,460 | $ | (270 | ) | $ | 5,220 | $ | (380 | ) | |||||||||
Mortgage-backed securities
|
61,720 | (365 | ) | 91,824 | (437 | ) | 153,544 | (802 | ) | |||||||||||||||
States and political
|
||||||||||||||||||||||||
subdivisions
|
6,436 | (44 | ) | 7,381 | (859 | ) | 13,817 | (903 | ) | |||||||||||||||
$ | 71,916 | $ | (519 | ) | $ | 100,665 | $ | (1,566 | ) | $ | 172,581 | $ | (2,085 | ) |
Accumulated
|
||||
Credit Losses
|
||||
(In Thousands)
|
||||
Credit losses on debt securities held
|
||||
January 1, 2012
|
$ | 3,598 | ||
Additions related to other-than-temporary losses not previously recognized
|
— | |||
Additions related to increases in credit losses on debt securities for which
|
||||
other-than-temporary impairment losses were previously recognized
|
— | |||
Reductions due to sales
|
— | |||
March 31, 2012
|
$ | 3,598 |
Accumulated
|
||||
Credit Losses
|
||||
(In Thousands)
|
||||
Credit losses on debt securities held
|
||||
January 1, 2011
|
$ | 2,983 | ||
Additions related to other-than-temporary losses not previously recognized
|
— | |||
Reductions due to sales
|
— | |||
March 31, 2011
|
$ | 2,983 |
March 31,
|
December 31,
|
|||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
One- to four-family residential construction
|
$ | 23,958 | $ | 23,976 | ||||
Subdivision construction
|
54,550 | 61,140 | ||||||
Land development
|
69,707 | 68,771 | ||||||
Commercial construction
|
117,341 | 119,589 | ||||||
Owner occupied one- to four-family residential
|
92,636 | 91,994 | ||||||
Non-owner occupied one- to four-family residential
|
146,482 | 145,781 | ||||||
Commercial real estate
|
655,402 | 639,857 | ||||||
Other residential
|
270,831 | 243,742 | ||||||
Commercial business
|
221,926 | 236,384 | ||||||
Industrial revenue bonds
|
58,972 | 59,750 | ||||||
Consumer auto
|
62,266 | 59,368 | ||||||
Consumer other
|
79,330 | 77,540 | ||||||
Home equity lines of credit
|
46,362 | 47,114 | ||||||
FDIC-supported loans, net of discounts (TeamBank)
|
110,799 | 128,875 | ||||||
FDIC-supported loans, net of discounts (Vantus Bank)
|
114,104 | 123,036 | ||||||
FDIC-supported loans, net of discounts (Sun Security Bank)
|
128,157 | 144,626 | ||||||
2,252,823 | 2,271,543 | |||||||
Undisbursed portion of loans in process
|
(89,483 | ) | (103,424 | ) | ||||
Allowance for loan losses
|
(41,532 | ) | (41,232 | ) | ||||
Deferred loan fees and gains, net
|
(2,754 | ) | (2,726 | ) | ||||
$ | 2,119,054 | $ | 2,124,161 | |||||
Weighted average interest rate
|
5.81 | % | 5.86 | % |
March 31, 2012
|
||||||||||||||||||||||||||||
Total Loans
|
||||||||||||||||||||||||||||
30-59 Days
|
60-89 Days
|
Over 90
|
Total Past
|
Total Loans
|
> 90 Days and
|
|||||||||||||||||||||||
Past Due
|
Past Due
|
Days
|
Due
|
Current
|
Receivable
|
Still Accruing
|
||||||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||||||
One- to four-family
|
||||||||||||||||||||||||||||
residential construction
|
$ | — | $ | — | $ | 3,231 | $ | 3,231 | $ | 20,727 | $ | 23,958 | $ | — | ||||||||||||||
Subdivision construction
|
197 | 95 | 4,844 | 5,136 | 49,414 | 54,550 | 197 | |||||||||||||||||||||
Land development
|
127 | — | 1,634 | 1,761 | 67,946 | 69,707 | — | |||||||||||||||||||||
Commercial construction
|
— | — | 1,062 | 1,062 | 116,279 | 117,341 | — | |||||||||||||||||||||
Owner occupied one- to four-
|
||||||||||||||||||||||||||||
family residential
|
1,209 | 866 | 2,478 | 4,553 | 88,083 | 92,636 | 323 | |||||||||||||||||||||
Non-owner occupied one- to
|
||||||||||||||||||||||||||||
four-family residential
|
— | 41 | 1,212 | 1,253 | 145,229 | 146,482 | — | |||||||||||||||||||||
Commercial real estate
|
2,641 | 1,300 | 6,244 | 10,185 | 645,217 | 655,402 | — | |||||||||||||||||||||
Other residential
|
638 | — | — | 638 | 270,193 | 270,831 | — | |||||||||||||||||||||
Commercial business
|
110 | — | 735 | 845 | 221,081 | 221,926 | — | |||||||||||||||||||||
Industrial revenue bonds
|
— | — | 2,110 | 2,110 | 56,862 | 58,972 | — | |||||||||||||||||||||
Consumer auto
|
261 | 27 | 159 | 447 | 61,819 | 62,266 | 11 | |||||||||||||||||||||
Consumer other
|
653 | 597 | 508 | 1,758 | 77,572 | 79,330 | 158 | |||||||||||||||||||||
Home equity lines of credit
|
— | — | 142 | 142 | 46,220 | 46,362 | — | |||||||||||||||||||||
FDIC-supported loans, net of
|
||||||||||||||||||||||||||||
discounts (TeamBank)
|
279 | 79 | 22,019 | 22,377 | 88,422 | 110,799 | — | |||||||||||||||||||||
FDIC-supported loans, net of
|
||||||||||||||||||||||||||||
discounts (Vantus Bank)
|
574 | 1,209 | 8,097 | 9,880 | 104,224 | 114,104 | — | |||||||||||||||||||||
FDIC-supported loans,
|
||||||||||||||||||||||||||||
net of discounts
|
||||||||||||||||||||||||||||
(Sun Security Bank)
|
2,807 | 893 | 112 | 3,812 | 124,345 | 128,157 | — | |||||||||||||||||||||
9,496 | 5,107 | 54,587 | 69,190 | 2,183,633 | 2,252,823 | 689 | ||||||||||||||||||||||
Less FDIC-supported loans,
|
||||||||||||||||||||||||||||
net of discounts
|
3,660 | 2,181 | 30,228 | 36,069 | 316,991 | 353,060 | — | |||||||||||||||||||||
Total
|
$ | 5,836 | $ | 2,926 | $ | 24,359 | $ | 33,121 | $ | 1,866,642 | $ | 1,899,763 | $ | 689 |
December 31, 2011
|
||||||||||||||||||||||||||||
Total Loans
|
||||||||||||||||||||||||||||
30-59 Days
|
60-89 Days
|
Over 90
|
Total Past
|
Total Loans
|
> 90 Days and
|
|||||||||||||||||||||||
Past Due
|
Past Due
|
Days
|
Due
|
Current
|
Receivable
|
Still Accruing
|
||||||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||||||
One- to four-family
|
||||||||||||||||||||||||||||
residential construction
|
$ | 2,082 | $ | 342 | $ | 186 | $ | 2,610 | $ | 21,366 | $ | 23,976 | $ | — | ||||||||||||||
Subdivision construction
|
4,014 | 388 | 6,661 | 11,063 | 50,077 | 61,140 | — | |||||||||||||||||||||
Land development
|
— | 4 | 2,655 | 2,659 | 66,112 | 68,771 | — | |||||||||||||||||||||
Commercial construction
|
— | — | — | — | 119,589 | 119,589 | — | |||||||||||||||||||||
Owner occupied one- to four-
|
||||||||||||||||||||||||||||
family residential
|
833 | — | 3,888 | 4,721 | 87,273 | 91,994 | 40 | |||||||||||||||||||||
Non-owner occupied one- to
|
||||||||||||||||||||||||||||
four-family residential
|
117 | — | 3,425 | 3,542 | 142,239 | 145,781 | — | |||||||||||||||||||||
Commercial real estate
|
6,323 | 535 | 6,204 | 13,062 | 626,795 | 639,857 | — | |||||||||||||||||||||
Other residential
|
— | — | — | — | 243,742 | 243,742 | — | |||||||||||||||||||||
Commercial business
|
426 | 10 | 1,362 | 1,798 | 234,586 | 236,384 | — | |||||||||||||||||||||
Industrial revenue bonds
|
— | — | 2,110 | 2,110 | 57,640 | 59,750 | — | |||||||||||||||||||||
Consumer auto
|
455 | 56 | 117 | 628 | 58,740 | 59,368 | 10 | |||||||||||||||||||||
Consumer other
|
1,508 | 641 | 715 | 2,864 | 74,676 | 77,540 | 356 | |||||||||||||||||||||
Home equity lines of credit
|
45 | 29 | 174 | 248 | 46,866 | 47,114 | — | |||||||||||||||||||||
FDIC-supported loans, net of
|
||||||||||||||||||||||||||||
discounts (TeamBank)
|
2,422 | 862 | 19,215 | 22,499 | 106,376 | 128,875 | — | |||||||||||||||||||||
FDIC-supported loans, net of
|
||||||||||||||||||||||||||||
discounts (Vantus Bank)
|
562 | 57 | 5,999 | 6,618 | 116,418 | 123,036 | 5 | |||||||||||||||||||||
FDIC-supported loans,
|
||||||||||||||||||||||||||||
net of discounts
|
||||||||||||||||||||||||||||
(Sun Security Bank)
|
5,628 | 6,851 | 40,299 | 52,778 | 91,848 | 144,626 | 150 | |||||||||||||||||||||
24,415 | 9,775 | 93,010 | 127,200 | 2,144,343 | 2,271,543 | 561 | ||||||||||||||||||||||
Less FDIC-supported loans,
|
||||||||||||||||||||||||||||
net of discounts
|
8,612 | 7,770 | 65,513 | 81,895 | 314,642 | 396,537 | 155 | |||||||||||||||||||||
Total
|
$ | 15,803 | $ | 2,005 | $ | 27,497 | $ | 45,305 | $ | 1,829,701 | $ | 1,875,006 | $ | 406 |
March 31,
|
December 31,
|
|||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
One- to four-family residential construction
|
$ | 3,231 | $ | 186 | ||||
Subdivision construction
|
4,647 | 6,661 | ||||||
Land development
|
1,634 | 2,655 | ||||||
Commercial construction
|
1,062 | — | ||||||
Owner occupied one- to four-family residential
|
2,155 | 3,848 | ||||||
Non-owner occupied one- to four-family residential
|
1,212 | 3,425 | ||||||
Commercial real estate
|
6,244 | 6,204 | ||||||
Other residential
|
— | — | ||||||
Commercial business
|
735 | 1,362 | ||||||
Industrial revenue bonds
|
2,110 | 2,110 | ||||||
Consumer auto
|
148 | 107 | ||||||
Consumer other
|
350 | 359 | ||||||
Home equity lines of credit
|
142 | 174 | ||||||
Total
|
23,670 | 27,091 |
One- to Four-
|
||||||||||||||||||||||||||||
Family
|
||||||||||||||||||||||||||||
Residential and
|
Other
|
Commercial
|
Commercial
|
Commercial
|
||||||||||||||||||||||||
Construction
|
Residential
|
Real Estate
|
Construction
|
Business
|
Consumer
|
Total
|
||||||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||||||
Allowance for loan losses
|
||||||||||||||||||||||||||||
Balance January 1, 2012
|
$ | 11,424 | $ | 3,088 | $ | 18,390 | $ | 2,982 | $ | 2,974 | $ | 2,374 | $ | 41,232 | ||||||||||||||
Provision charged to expense
|
(1,703 | ) | 933 | 6,124 | 4,609 | 567 | (453 | ) | 10,077 | |||||||||||||||||||
Losses charged off
|
(360 | ) | — | (4,410 | ) | (4,460 | ) | (542 | ) | (234 | ) | (10,006 | ) | |||||||||||||||
Recoveries
|
52 | 2 | 5 | 24 | 60 | 86 | 229 | |||||||||||||||||||||
Balance March 31, 2012
|
$ | 9,413 | $ | 4,023 | $ | 20,109 | $ | 3,155 | $ | 3,059 | $ | 1,773 | $ | 41,532 | ||||||||||||||
Balance January 1, 2011
|
$ | 11,483 | $ | 3,866 | $ | 14,336 | $ | 5,852 | $ | 3,281 | $ | 2,669 | $ | 41,487 | ||||||||||||||
Provision charged to expense
|
3,238 | 893 | 3,212 | 797 | (30 | ) | 90 | 8,200 | ||||||||||||||||||||
Losses charged off
|
(3,201 | ) | (962 | ) | (1,743 | ) | (1,418 | ) | (792 | ) | (890 | ) | (9,006 | ) | ||||||||||||||
Recoveries
|
26 | 1 | 2 | 4 | 551 | 569 | 1,153 | |||||||||||||||||||||
Balance March 31, 2011
|
$ | 11,546 | $ | 3,798 | $ | 15,807 | $ | 5,235 | $ | 3,010 | $ | 2,438 | $ | 41,834 | ||||||||||||||
Ending balance:
|
||||||||||||||||||||||||||||
Individually evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 3,168 | $ | 1,182 | $ | 4,796 | $ | 968 | $ | 795 | $ | 37 | $ | 10,946 | ||||||||||||||
Collectively evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 6,233 | $ | 2,841 | $ | 15,288 | $ | 2,187 | $ | 2,258 | $ | 1,734 | $ | 30,541 | ||||||||||||||
Loans acquired and
|
||||||||||||||||||||||||||||
accounted for under ASC
|
||||||||||||||||||||||||||||
310-30 | $ | 12 | $ | — | $ | 25 | $ | — | $ | 6 | $ | 2 | $ | 45 | ||||||||||||||
Loans
|
||||||||||||||||||||||||||||
Individually evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 43,259 | $ | 39,160 | $ | 103,419 | $ | 21,951 | $ | 10,134 | $ | 993 | $ | 218,916 | ||||||||||||||
Collectively evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 274,367 | $ | 231,672 | $ | 610,954 | $ | 165,097 | $ | 211,792 | $ | 186,965 | $ | 1,680,847 | ||||||||||||||
Loans acquired and
|
||||||||||||||||||||||||||||
accounted for under ASC
|
||||||||||||||||||||||||||||
310-30 | $ | 118,416 | $ | 28,546 | $ | 143,232 | $ | 8,256 | $ | 21,913 | $ | 32,696 | $ | 353,059 |
One- to Four-
|
||||||||||||||||||||||||||||
Family
|
||||||||||||||||||||||||||||
Residential and
|
Other
|
Commercial
|
Commercial
|
Commercial
|
||||||||||||||||||||||||
Construction
|
Residential
|
Real Estate
|
Construction
|
Business
|
Consumer
|
Total
|
||||||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||||||
Allowance for loan losses
|
||||||||||||||||||||||||||||
Individually evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 4,989 | $ | 89 | $ | 3,584 | $ | 594 | $ | 736 | $ | 38 | $ | 10,030 | ||||||||||||||
Collectively evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 6,435 | $ | 2,999 | $ | 14,806 | $ | 2,358 | $ | 2,238 | $ | 2,336 | $ | 31,172 | ||||||||||||||
Loans acquired and
|
||||||||||||||||||||||||||||
accounted for under ASC
|
||||||||||||||||||||||||||||
310-30 | $ | — | $ | — | $ | — | $ | 30 | $ | — | $ | — | $ | 30 | ||||||||||||||
Loans
|
||||||||||||||||||||||||||||
Individually evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 39,519 | $ | 20,802 | $ | 99,254 | $ | 27,592 | $ | 10,720 | $ | 839 | $ | 198,726 | ||||||||||||||
Collectively evaluated for
|
||||||||||||||||||||||||||||
impairment
|
$ | 283,371 | $ | 222,940 | $ | 600,353 | $ | 160,768 | $ | 225,665 | $ | 183,183 | $ | 1,676,280 | ||||||||||||||
Loans acquired and
|
||||||||||||||||||||||||||||
accounted for under ASC
|
||||||||||||||||||||||||||||
310-30 | $ | 109,909 | $ | 25,877 | $ | 157,805 | $ | 40,215 | $ | 28,784 | $ | 33,947 | $ | 396,537 |
·
|
The one-to four-family residential and construction segment includes the one- to four-family residential construction, subdivision construction, owner occupied one- to four-family residential and non-owner occupied one- to four-family residential classes
|
·
|
The other residential and construction segment corresponds to the other residential class
|
·
|
The commercial real estate segment includes the commercial real estate and industrial revenue bonds classes
|
·
|
The commercial construction segment includes the land development and commercial construction classes
|
·
|
The commercial business segment corresponds to the commercial business class
|
·
|
The consumer segment includes the consumer auto, consumer other and home equity lines of credit classes
|
March 31, 2012
|
||||||||||||||||||||
Recorded
Balance
|
Unpaid
Principal
Balance
|
Specific
Allowance
|
Average
Investment
in Impaired
Loans
|
Interest
Income
Recognized
|
||||||||||||||||
(In Thousands)
|
||||||||||||||||||||
One- to four-family residential construction
|
$ | 936 | $ | 985 | $ | 2 | $ | 915 | $ | 11 | ||||||||||
Subdivision construction
|
15,837 | 20,350 | 1,287 | 17,281 | 180 | |||||||||||||||
Land development
|
9,193 | 9,292 | 968 | 7,826 | 92 | |||||||||||||||
Commercial construction
|
— | — | — | — | — | |||||||||||||||
Owner occupied one- to four-family residential
|
4,866 | 5,492 | 615 | 5,224 | 47 | |||||||||||||||
Non-owner occupied one- to four-family residential
|
10,486 | 11,028 | 1,264 | 10,595 | 161 | |||||||||||||||
Commercial real estate
|
50,632 | 55,346 | 4,674 | 51,344 | 536 | |||||||||||||||
Other residential
|
12,080 | 12,080 | 1,182 | 12,086 | 118 | |||||||||||||||
Commercial business
|
4,155 | 5,184 | 795 | 4,748 | 76 | |||||||||||||||
Industrial revenue bonds
|
3,508 | 3,588 | 122 | 2,576 | — | |||||||||||||||
Consumer auto
|
189 | 210 | 2 | 176 | 4 | |||||||||||||||
Consumer other
|
575 | 764 | 23 | 619 | 22 | |||||||||||||||
Home equity lines of credit
|
153 | 165 | 12 | 163 | 3 | |||||||||||||||
Total
|
$ | 112,610 | $ | 124,484 | $ | 10,946 | $ | 113,553 | $ | 1,250 |
December 31, 2011
|
||||||||||||||||||||
Recorded
Balance
|
Unpaid
Principal
Balance
|
Specific
Allowance
|
Average
Investment
in Impaired
Loans
|
Interest
Income
Recognized
|
||||||||||||||||
(In Thousands)
|
||||||||||||||||||||
One- to four-family residential construction
|
$ | 873 | $ | 917 | $ | 12 | $ | 1,939 | $ | 39 | ||||||||||
Subdivision construction
|
12,999 | 14,730 | 2,953 | 10,154 | 282 | |||||||||||||||
Land development
|
7,150 | 7,317 | 594 | 9,983 | 379 | |||||||||||||||
Commercial construction
|
— | — | — | 308 | — | |||||||||||||||
Owner occupied one- to four-family residential
|
5,481 | 6,105 | 776 | 4,748 | 76 | |||||||||||||||
Non-owner occupied one- to four-family residential
|
11,259 | 11,768 | 1,249 | 9,658 | 425 | |||||||||||||||
Commercial real estate
|
49,961 | 55,233 | 3,562 | 34,403 | 1,616 | |||||||||||||||
Other residential
|
12,102 | 12,102 | 89 | 9,475 | 454 | |||||||||||||||
Commercial business
|
4,679 | 5,483 | 736 | 4,173 | 125 | |||||||||||||||
Industrial revenue bonds
|
2,110 | 2,190 | 22 | 2,137 | — | |||||||||||||||
Consumer auto
|
147 | 168 | 3 | 192 | 6 | |||||||||||||||
Consumer other
|
579 | 680 | 22 | 544 | 10 | |||||||||||||||
Home equity lines of credit
|
174 | 184 | 12 | 227 | 1 | |||||||||||||||
Total
|
$ | 107,514 | $ | 116,877 | $ | 10,030 | $ | 87,941 | $ | 3,413 | ||||||||||
March 31, 2012
|
||||||||||||||||||||
Special
|
||||||||||||||||||||
Satisfactory
|
Watch
|
Mention
|
Substandard
|
Total
|
||||||||||||||||
(In Thousands)
|
||||||||||||||||||||
One- to four-family residential
|
||||||||||||||||||||
construction
|
$ | 22,691 | $ | 1,267 | $ | — | $ | — | $ | 23,958 | ||||||||||
Subdivision construction
|
35,066 | 5,409 | — | 14,075 | 54,550 | |||||||||||||||
Land development
|
47,756 | 13,377 | 245 | 8,329 | 69,707 | |||||||||||||||
Commercial construction
|
117,341 | — | — | — | 117,341 | |||||||||||||||
Owner occupied one- to four-family
|
||||||||||||||||||||
residential
|
87,767 | 902 | — | 3,967 | 92,636 | |||||||||||||||
Non-owner occupied one- to four-family
|
||||||||||||||||||||
residential
|
128,844 | 6,054 | 247 | 11,337 | 146,482 | |||||||||||||||
Commercial real estate
|
559,424 | 56,059 | 13,368 | 26,551 | 655,402 | |||||||||||||||
Other residential
|
231,671 | 26,875 | — | 12,285 | 270,831 | |||||||||||||||
Commercial business
|
211,792 | 5,268 | 628 | 4,238 | 221,926 | |||||||||||||||
Industrial revenue bonds
|
51,530 | 3,934 | — | 3,508 | 58,972 | |||||||||||||||
Consumer auto
|
62,079 | 1 | — | 186 | 62,266 | |||||||||||||||
Consumer other
|
78,678 | 20 | 97 | 535 | 79,330 | |||||||||||||||
Home equity lines of credit
|
46,209 | — | — | 153 | 46,362 | |||||||||||||||
FDIC-supported loans, net of discounts
|
||||||||||||||||||||
(TeamBank)
|
110,799 | — | — | — | 110,799 | |||||||||||||||
FDIC-supported loans, net of discounts
|
||||||||||||||||||||
(Vantus Bank)
|
114,104 | — | — | — | 114,104 | |||||||||||||||
FDIC-supported loans, net of discounts
|
||||||||||||||||||||
(Sun Security Bank)
|
128,157 | — | — | — | 128,157 | |||||||||||||||
Total
|
$ | 2,033,908 | $ | 119,166 | $ | 14,585 | $ | 85,164 | $ | 2,252,823 |
December 31, 2011
|
||||||||||||||||||||
Special
|
||||||||||||||||||||
Satisfactory
|
Watch
|
Mention
|
Substandard
|
Total
|
||||||||||||||||
(In Thousands)
|
||||||||||||||||||||
One- to four-family residential
|
||||||||||||||||||||
construction
|
$ | 21,436 | $ | 2,354 | $ | — | $ | 186 | $ | 23,976 | ||||||||||
Subdivision construction
|
45,754 | 2,701 | — | 12,685 | 61,140 | |||||||||||||||
Land development
|
41,179 | 20,902 | 245 | 6,445 | 68,771 | |||||||||||||||
Commercial construction
|
119,589 | — | — | — | 119,589 | |||||||||||||||
Owner occupied one- to four-family
|
||||||||||||||||||||
residential
|
86,725 | 1,018 | — | 4,251 | 91,994 | |||||||||||||||
Non-owner occupied one- to four-family
|
||||||||||||||||||||
residential
|
129,458 | 5,232 | 249 | 10,842 | 145,781 | |||||||||||||||
Commercial real estate
|
542,712 | 51,757 | 13,384 | 32,004 | 639,857 | |||||||||||||||
Other residential
|
222,940 | 13,262 | — | 7,540 | 243,742 | |||||||||||||||
Commercial business
|
225,664 | 5,403 | 638 | 4,679 | 236,384 | |||||||||||||||
Industrial revenue bonds
|
57,640 | — | — | 2,110 | 59,750 | |||||||||||||||
Consumer auto
|
59,237 | — | — | 131 | 59,368 | |||||||||||||||
Consumer other
|
77,006 | — | — | 534 | 77,540 | |||||||||||||||
Home equity lines of credit
|
46,940 | — | — | 174 | 47,114 | |||||||||||||||
FDIC-supported loans, net of discounts
|
||||||||||||||||||||
(TeamBank)
|
128,875 | — | — | — | 128,875 | |||||||||||||||
FDIC-supported loans, net of discounts
|
||||||||||||||||||||
(Vantus Bank)
|
123,036 | — | — | — | 123,036 | |||||||||||||||
FDIC-supported loans, net of discounts
|
||||||||||||||||||||
(Sun Security Bank)
|
144,626 | — | — | — | 144,626 | |||||||||||||||
Total
|
$ | 2,072,817 | $ | 102,629 | $ | 14,516 | $ | 81,581 | $ | 2,271,543 |
Three Months Ended
|
||||||||||
March 31, 2012
|
March 31, 2011
|
|||||||||
(In Thousands, Except Per Share Data
|
||||||||||
and Basis Points Data)
|
||||||||||
Impact on net interest income/
|
||||||||||
net interest margin (in basis points)
|
$ | 6,163 |
72 bps
|
$ | 12,667 |
162 bps
|
||||
Non-interest income
|
(4,531 | ) | (11,262 | ) | ||||||
Net impact to pre-tax income
|
$ | 1,632 | $ | 1,405 | ||||||
Net impact net of taxes
|
$ | 1,061 | $ | 913 | ||||||
Impact to diluted earnings per
common share
|
$ | 0.08 | $ | 0.07 |
March 31, 2012
|
||||||||
Foreclosed
|
||||||||
Loans
|
Assets
|
|||||||
(In Thousands)
|
||||||||
Initial basis for loss sharing determination,
|
||||||||
net of activity since acquisition date
|
$ | 134,297 | $ | 18,143 | ||||
Non-credit premium/(discount), net of activity since acquisition date
|
(936 | ) | — | |||||
Reclassification from nonaccretable discount to accretable discount
|
||||||||
due to change in expected losses (net of accretion to date)
|
(4,361 | ) | — | |||||
Original estimated fair value of assets, net of activity since
|
||||||||
acquisition date
|
(110,799 | ) | (12,643 | ) | ||||
Expected loss remaining
|
18,201 | 5,500 | ||||||
Assumed loss sharing recovery percentage
|
80 | % | 80 | % | ||||
Estimated loss sharing value
|
14,609 | 4,404 | ||||||
Indemnification asset to be amortized resulting from
|
||||||||
change in expected losses
|
4,048 | — | ||||||
Accretable discount on FDIC indemnification asset
|
(2,133 | ) | — | |||||
FDIC indemnification asset
|
$ | 16,524 | $ | 4,404 |
December 31, 2011
|
||||||||
Foreclosed
|
||||||||
Loans
|
Assets
|
|||||||
(In Thousands)
|
||||||||
Initial basis for loss sharing determination,
|
||||||||
net of activity since acquisition date
|
$ | 164,284 | $ | 16,225 | ||||
Non-credit premium/(discount), net of activity since acquisition date
|
(1,363 | ) | — | |||||
Reclassification from nonaccretable discount to accretable discount
|
||||||||
due to change in expected losses (net of accretion to date)
|
(6,093 | ) | — | |||||
Original estimated fair value of assets, net of activity since
|
||||||||
acquisition date
|
(128,875 | ) | (10,342 | ) | ||||
Expected loss remaining
|
27,953 | 5,883 | ||||||
Assumed loss sharing recovery percentage
|
80 | % | 80 | % | ||||
Estimated loss sharing value
|
22,404 | 4,712 | ||||||
Indemnification asset to be amortized resulting from
|
||||||||
change in expected losses
|
5,726 | — | ||||||
Accretable discount on FDIC indemnification asset
|
(2,719 | ) | — | |||||
FDIC indemnification asset
|
$ | 25,411 | $ | 4,712 |
March 31, 2012
|
||||||||
Foreclosed
|
||||||||
Loans
|
Assets
|
|||||||
(In Thousands)
|
||||||||
Initial basis for loss sharing determination,
|
||||||||
net of activity since acquisition date
|
$ | 135,970 | $ | 5,151 | ||||
Non-credit premium/(discount), net of activity since acquisition date
|
(345 | ) | — | |||||
Reclassification from nonaccretable discount to accretable discount
|
||||||||
due to change in expected losses (net of accretion to date)
|
(8,851 | ) | — | |||||
Original estimated fair value of assets, net of activity since
|
||||||||
acquisition date
|
(114,104 | ) | (3,956 | ) | ||||
Expected loss remaining
|
12,670 | 1,195 | ||||||
Assumed loss sharing recovery percentage
|
80 | % | 80 | % | ||||
Estimated loss sharing value
|
10,136 | 956 | ||||||
Indemnification asset to be amortized resulting from
|
||||||||
change in expected losses
|
7,080 | — | ||||||
Accretable discount on FDIC indemnification asset
|
(1,601 | ) | — | |||||
FDIC indemnification asset
|
$ | 15,615 | $ | 956 |
December 31, 2011
|
||||||||
Foreclosed
|
||||||||
Loans
|
Assets
|
|||||||
(In Thousands)
|
||||||||
Initial basis for loss sharing determination,
|
||||||||
net of activity since acquisition date
|
$ | 149,215 | $ | 3,410 | ||||
Non-credit premium/(discount), net of activity since acquisition date
|
(503 | ) | — | |||||
Reclassification from nonaccretable discount to accretable discount
|
||||||||
due to change in expected losses (net of accretion to date)
|
(11,267 | ) | — | |||||
Original estimated fair value of assets, net of activity since
|
||||||||
acquisition date
|
(123,036 | ) | (2,069 | ) | ||||
Expected loss remaining
|
14,409 | 1,341 | ||||||
Assumed loss sharing recovery percentage
|
80 | % | 80 | % | ||||
Estimated loss sharing value
|
11,526 | 1,073 | ||||||
Indemnification asset to be amortized resulting from
|
||||||||
change in expected losses
|
9,014 | — | ||||||
Accretable discount on FDIC indemnification asset
|
(1,946 | ) | — | |||||
FDIC indemnification asset
|
$ | 18,594 | $ | 1,073 |
March 31, 2012
|
||||||||
Foreclosed
|
||||||||
Loans
|
Assets
|
|||||||
(In Thousands)
|
||||||||
Initial basis for loss sharing determination,
|
||||||||
net of activity since acquisition date
|
$ | 191,398 | $ | 12,429 | ||||
Non-credit premium/(discount), net of activity since acquisition date
|
(2,379 | ) | — | |||||
Original estimated fair value of assets, net of activity since
|
||||||||
acquisition date
|
(128,157 | ) | (7,184 | ) | ||||
Expected loss remaining
|
60,862 | 5,245 | ||||||
Assumed loss sharing recovery percentage
|
79 | % | 80 | % | ||||
Estimated loss sharing value
|
47,868 | 4,196 | ||||||
Accretable discount on FDIC indemnification asset
|
(4,716 | ) | (761 | ) | ||||
FDIC indemnification asset
|
$ | 43,152 | $ | 3,435 |
December 31, 2011
|
||||||||
Foreclosed
|
||||||||
Loans
|
Assets
|
|||||||
(In Thousands)
|
||||||||
Initial basis for loss sharing determination,
|
||||||||
net of activity since acquisition date
|
$ | 217,549 | $ | 20,964 | ||||
Non-credit premium/(discount), net of activity since acquisition date
|
(2,658 | ) | — | |||||
Original estimated fair value of assets, net of activity since
|
||||||||
acquisition date
|
(144,626 | ) | (8,338 | ) | ||||
Expected loss remaining
|
70,265 | 12,626 | ||||||
Assumed loss sharing recovery percentage
|
79 | % | 80 | % | ||||
Estimated loss sharing value
|
55,382 | 10,101 | ||||||
Accretable discount on FDIC indemnification asset
|
(5,457 | ) | (1,811 | ) | ||||
FDIC indemnification asset
|
$ | 49,925 | $ | 8,290 |
Sun Security
|
||||||||||||
TeamBank
|
Vantus Bank
|
Bank
|
||||||||||
(In Thousands)
|
||||||||||||
Balance, January 1, 2011
|
$ | 36,765 | $ | 35,796 | $ | — | ||||||
Accretion
|
(10,669 | ) | (8,146 | ) | — | |||||||
Reclassification from nonaccretable difference
(1)
|
1,191 | 4,232 | — | |||||||||
Balance, March 31, 2011
|
$ | 27,287 | $ | 31,882 | $ | — | ||||||
Balance January 1, 2012
|
$ | 14,662 | $ | 21,967 | $ | 12,769 | ||||||
Accretion
|
(4,470 | ) | (5,215 | ) | (2,452 | ) | ||||||
Reclassification from nonaccretable difference
(1)
|
4,322 | 2,950 | — | |||||||||
Balance, March 31, 2012
|
$ | 14,514 | $ | 19,702 | $ | 10,317 | ||||||
(1) |
Represents increases in estimated cash flows expected to be received from the acquired loan
pools, primarily due to lower estimated credit losses. The numbers also include changes in
expected accretion of the loan pools for TeamBank and Vantus Bank for the three months ended M
arch 31, 2012, totaling $400,000 and $750,000, respectively, and for the three months
ended March 31, 2011, totaling $391,000 and $1.6 million, respectively.
|
March 31,
|
December 31,
|
|||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
One-to four-family construction
|
$ | 1,306 | $ | 1,630 | ||||
Subdivision construction
|
15,140 | 15,573 | ||||||
Land development
|
13,722 | 13,634 | ||||||
Commercial construction
|
2,747 | 2,747 | ||||||
One-to four-family residential
|
1,518 | 1,849 | ||||||
Other residential
|
7,853 | 7,853 | ||||||
Commercial real estate
|
2,161 | 2,290 | ||||||
Commercial business
|
116 | 85 | ||||||
Consumer
|
899 | 1,211 | ||||||
45,462 | 46,872 | |||||||
FDIC-supported foreclosed assets, net of discounts
|
23,782 | 20,749 | ||||||
$ | 69,244 | $ | 67,621 |
Three Months Ended March 31,
|
||||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
Net gain on sales of foreclosed assets
|
$ | (531 | ) | $ | (317 | ) | ||
Valuation write-downs
|
269 | — | ||||||
Operating expenses, net of rental income
|
701 | 746 | ||||||
$ | 439 | $ | 429 |
March 31,
|
December 31,
|
|||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
Time Deposits:
|
||||||||
0.00% - 1.99% | $ | 1,136,223 | $ | 1,060,841 | ||||
2.00% - 2.99%
|
119,991 | 158,696 | ||||||
3.00% - 3.99% | 15,548 | 17,228 | ||||||
4.00% - 4.99% | 25,447 | 26,526 | ||||||
5.00% and above
|
3,834 | 5,708 | ||||||
Total time deposits (1.15% - 1.29%)
|
1,301,043 | 1,268,999 | ||||||
Non-interest-bearing demand deposits
|
347,916 | 330,813 | ||||||
Interest-bearing demand and savings deposits (0.55% - 0.61%)
|
1,429,107 | 1,363,727 | ||||||
Total Deposits
|
$ | 3,078,066 | $ | 2,963,539 |
Three Months Ended March 31,
|
||||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
Tax at statutory rate
|
35.0 | % | 35.0 | % | ||||
Nontaxable interest and dividends
|
(6.6 | ) | (7.3 | ) | ||||
Tax credits
|
(17.4 | ) | (5.8 | ) | ||||
State taxes
|
0.8 | 1.7 | ||||||
Other
|
(1.6 | ) | 0.7 | |||||
10.2 | % | 24.3 | % |
●
|
Quoted prices in active markets for identical assets or liabilities (Level 1): Inputs that are quoted unadjusted prices in active markets for identical assets that the Company has the ability to access at the measurement date. An active market for the asset is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
|
●
|
Other observable inputs (Level 2): Inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity including quoted prices for similar assets, quoted prices for securities in inactive markets and inputs derived principally from or corroborated by observable market data by correlation or other means.
|
●
|
Significant unobservable inputs (Level 3): Inputs that reflect assumptions of a source independent of the reporting entity or the reporting entity's own assumptions that are supported by little or no market activity or observable inputs.
|
Fair value measurements using
|
||||||||||||||||
Quoted prices
|
||||||||||||||||
in active
|
||||||||||||||||
markets
|
Other
|
Significant
|
||||||||||||||
for identical
|
observable
|
unobservable
|
||||||||||||||
assets
|
inputs
|
inputs
|
||||||||||||||
Fair value
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
|||||||||||||
(In Thousands)
|
||||||||||||||||
March 31, 2012
|
||||||||||||||||
U.S. government agencies
|
$ | 20,021 | $ | — | $ | 20,021 | $ | — | ||||||||
Collateralized mortgage obligations
|
5,085 | — | 5,085 | — | ||||||||||||
Mortgage-backed securities
|
647,904 | — | 647,904 | — | ||||||||||||
Small Business Administration loan pools
|
54,839 | — | 54,839 | — | ||||||||||||
Corporate bonds
|
295 | — | 295 | — | ||||||||||||
States and political subdivisions
|
143,805 | — | 143,805 | — | ||||||||||||
Equity securities
|
2,324 | 593 | 1,731 | — | ||||||||||||
Mortgage servicing rights
|
236 | — | — | 236 | ||||||||||||
Interest rate swap asset
|
490 | — | — | 490 | ||||||||||||
Interest rate swap liability
|
(403 | ) | — | — | (403 | ) | ||||||||||
December 31, 2011
|
||||||||||||||||
U.S. government agencies
|
$ | 20,060 | $ | — | $ | 20,060 | $ | — | ||||||||
Collateralized mortgage obligations
|
4,840 | — | 4,840 | — | ||||||||||||
Mortgage-backed securities
|
641,655 | — | 641,655 | — | ||||||||||||
Small Business Administration loan pools
|
56,492 | — | 56,492 | — | ||||||||||||
Corporate bonds
|
150,238 | — | 150,238 | — | ||||||||||||
States and political subdivisions
|
295 | — | 295 | — | ||||||||||||
Equity securities
|
1,831 | 387 | 1,444 | — | ||||||||||||
Mortgage servicing rights
|
292 | — | — | 292 | ||||||||||||
Interest rate swap asset
|
111 | — | — | 111 | ||||||||||||
Interest rate swap liability
|
(121 | ) | — | — | (121 | ) |
Mortgage Servicing Rights
|
||||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
Balance, January 1
|
$ | 292 | $ | 637 | ||||
Additions
|
14 | 8 | ||||||
Amortization
|
(70 | ) | (103 | ) | ||||
Balance, March 31
|
$ | 236 | $ | 542 | ||||
Interest Rate Swap Asset
|
||||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
Balance, January 1
|
$ | 111 | $ | — | ||||
Change in fair value through earnings
|
379 | — | ||||||
Balance, March 31
|
$ | 490 | $ | — | ||||
Interest Rate Swap Liability
|
||||||||
2012
|
2011
|
|||||||
(In Thousands)
|
||||||||
Balance, January 1
|
$ | 121 | $ | — | ||||
Change in fair value through earnings
|
282 | — | ||||||
Balance, March 31
|
$ | 403 | $ | — | ||||
Fair Value Measurements Using
|
||||||||||||||||
Quoted prices
|
||||||||||||||||
in active
|
||||||||||||||||
markets
|
Other
|
Significant
|
||||||||||||||
for identical
|
observable
|
unobservable
|
||||||||||||||
assets
|
inputs
|
inputs
|
||||||||||||||
Fair value
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
|||||||||||||
(In Thousands)
|
||||||||||||||||
March 31, 2012
|
||||||||||||||||
Impaired loans
|
$ | 72,820 | $ | — | $ | — | $ | 72,820 | ||||||||
Foreclosed assets held for sale
|
684 | — | — | 684 | ||||||||||||
December 31, 2011
|
||||||||||||||||
Impaired loans
|
$ | 36,981 | $ | — | $ | — | $ | 36,981 | ||||||||
Foreclosed assets held for sale
|
14,042 | — | — | 14,042 |
March 31, 2012
|
||||||||||||
Carrying
|
Fair
|
Heirarchy
|
||||||||||
Amount
|
Value
|
Level
|
||||||||||
(In Thousands)
|
||||||||||||
Financial assets
|
||||||||||||
Cash and cash equivalents
|
$ | 460,410 | $ | 460,410 | 1 | |||||||
Held-to-maturity securities
|
1,865 | 2,043 | 2 | |||||||||
Mortgage loans held for sale
|
19,121 | 19,121 | 2 | |||||||||
Loans, net of allowance for loan losses
|
2,119,054 | 2,122,121 | 3 | |||||||||
Accrued interest receivable
|
12,828 | 12,828 | 3 | |||||||||
Investment in FHLB stock
|
11,965 | 11,965 | 3 |
Financial liabilities
|
||||||||||||
Deposits
|
3,078,066 | 3,082,871 | 3 | |||||||||
FHLB advances
|
147,102 | 151,742 | 3 | |||||||||
Short-term borrowings
|
200,116 | 200,116 | 3 | |||||||||
Structured repurchase agreements
|
53,077 | 61,607 | 3 | |||||||||
Subordinated debentures
|
30,929 | 30,929 | 3 | |||||||||
Accrued interest payable
|
2,014 | 2,014 | 3 | |||||||||
Unrecognized financial instruments
|
||||||||||||
(net of contractual value)
|
||||||||||||
Commitments to originate loans
|
— | — | 3 | |||||||||
Letters of credit
|
66 | 66 | 3 | |||||||||
Lines of credit
|
— | — | 3 |
December 31, 2011
|
||||||||||||
Carrying
|
Fair
|
|||||||||||
Amount
|
Value
|
|||||||||||
(In Thousands)
|
||||||||||||
Financial assets
|
||||||||||||
Cash and cash equivalents
|
$ | 380,249 | $ | 380,249 | ||||||||
Held-to-maturity securities
|
1,865 | 2,101 | ||||||||||
Mortgage loans held for sale
|
28,920 | 28,920 | ||||||||||
Loans, net of allowance for loan losses
|
2,124,161 | 2,124,032 | ||||||||||
Accrued interest receivable
|
13,848 | 13,848 | ||||||||||
Investment in FHLB stock
|
12,088 | 12,088 |
Financial liabilities
|
||||||||||||
Deposits
|
2,963,539 | 2,966,874 | ||||||||||
FHLB advances
|
184,437 | 189,793 | ||||||||||
Short-term borrowings
|
217,397 | 217,397 | ||||||||||
Structured repurchase agreements
|
53,090 | 60,471 | ||||||||||
Subordinated debentures
|
30,929 | 30,929 | ||||||||||
Accrued interest payable
|
2,277 | 2,277 | ||||||||||
Unrecognized financial instruments
|
||||||||||||
(net of contractual value)
|
||||||||||||
Commitments to originate loans
|
— | — | ||||||||||
Letters of credit
|
84 | 84 | ||||||||||
Lines of credit
|
— | — |
Location in
|
Fair Value
|
||||||||
Consolidated Statements
|
March 31,
|
December 31,
|
|||||||
of Financial Condition
|
2012
|
2011
|
|||||||
(In Thousands)
|
|||||||||
Asset Derivatives
|
|||||||||
Derivatives not designated
|
|||||||||
as hedging instruments
|
|||||||||
Interest rate products
|
Prepaid expenses and other assets
|
$ | 490 | $ | 111 | ||||
Total derivatives not designated
|
|||||||||
as hedging instruments
|
$ | 490 | $ | 111 | |||||
Liability Derivatives
|
|||||||||
Derivatives not designated
|
|||||||||
as hedging instruments
|
|||||||||
Interest rate products
|
Accrued expenses and other liabilities
|
$ | 403 | $ | 121 | ||||
Total derivatives not designated
|
|||||||||
as hedging instruments
|
$ | 403 | $ | 121 | |||||
Beginning
Balance,
January 1
|
Additions
to Non-
Performing
|
Removed
from Non-
Performing
|
Transfers to
Potential
Problem
Loans
|
Transfers to
Foreclosed
Assets
|
Charge-
Offs
|
Payments
|
Ending
Balance,
March 31
|
|||||||||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||||||||||
One- to four-family construction
|
$ | 186 | $ | — | $ | — | $ | — | $ | — | $ | — | $ | (5 | ) | $ | 181 | |||||||||||||||
Subdivision construction
|
6,661 | 2,831 | — | — | (100 | ) | (2,436 | ) | (2,137 | ) | 4,819 | |||||||||||||||||||||
Land development
|
2,655 | — | — | — | (88 | ) | (37 | ) | (7 | ) | 2,523 | |||||||||||||||||||||
Commercial construction
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
One- to four-family residential
|
7,238 | 1,970 | — | (847 | ) | (462 | ) | (449 | ) | (1,567 | ) | 5,883 | ||||||||||||||||||||
Other residential
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
Commercial real estate
|
6,204 | 4,185 | — | — | (1,129 | ) | (2,440 | ) | (576 | ) | 6,244 | |||||||||||||||||||||
Commercial business
|
3,472 | 10 | — | — | (18 | ) | (234 | ) | (386 | ) | 2,844 | |||||||||||||||||||||
Consumer
|
1,081 | 1,255 | — | (92 | ) | — | (58 | ) | (323 | ) | 1,863 | |||||||||||||||||||||
Total
|
$ | 27,497 | $ | 10,251 | $ | — | $ | (939 | ) | $ | (1,797 | ) | $ | (5,654 | ) | $ | (5,001 | ) | $ | 24,357 | ||||||||||||
Beginning
Balance,
January 1
|
Additions
to
Potential
Problem
|
Removed
from
Potential
Problem
|
Transfers to
Non-
Performing
|
Transfers to
Foreclosed
Assets
|
Charge-
Offs
|
Payments
|
Ending
Balance,
March 31
|
|||||||||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||||||||||
One- to four-family construction
|
$ | 144 | $ | — | $ | — | $ | (142 | ) | $ | — | $ | — | $ | (2 | ) | $ | — | ||||||||||||||
Subdivision construction
|
6,024 | 7,102 | — | (2,408 | ) | — | (1,343 | ) | (144 | ) | 9,231 | |||||||||||||||||||||
Land development
|
3,691 | 1,846 | — | — | — | — | — | 5,537 | ||||||||||||||||||||||||
Commercial construction
|
— | — | — | — | — | — | — | — | ||||||||||||||||||||||||
One- to four-family residential
|
7,665 | 2,500 | — | (1,094 | ) | — | — | (604 | ) | 8,467 | ||||||||||||||||||||||
Other residential
|
7,640 | 4,757 | — | — | — | — | (14 | ) | 12,383 | |||||||||||||||||||||||
Commercial real estate
|
25,799 | 25 | — | (3,854 | ) | — | (1,507 | ) | (38 | ) | 20,425 | |||||||||||||||||||||
Commercial business
|
3,318 | 1,510 | — | — | — | — | (10 | ) | 4,818 | |||||||||||||||||||||||
Consumer
|
45 | 165 | — | (1 | ) | — | — | (2 | ) | 207 | ||||||||||||||||||||||
Total
|
$ | 54,326 | $ | 17,905 | $ | — | $ | (7,499 | ) | $ | — | $ | (2,850 | ) | $ | (814 | ) | $ | 61,068 | |||||||||||||
Beginning
Balance,
January 1
|
Additions
|
ORE
Sales
|
Capitalized
Costs
|
ORE Write-
Downs
|
Ending
Balance,
March 31
|
|||||||||||||||||||
(In Thousands)
|
||||||||||||||||||||||||
One- to four-family construction
|
$ | 1,630 | $ | — | $ | (377 | ) | $ | 89 | $ | (36 | ) | $ | 1,306 | ||||||||||
Subdivision construction
|
15,573 | 100 | (432 | ) | — | (101 | ) | 15,140 | ||||||||||||||||
Land development
|
13,634 | 88 | — | — | — | 13,722 | ||||||||||||||||||
Commercial construction
|
2,747 | — | — | — | — | 2,747 | ||||||||||||||||||
One- to four-family residential
|
1,849 | 556 | (797 | ) | 12 | (102 | ) | 1,518 | ||||||||||||||||
Other residential
|
7,853 | — | — | — | — | 7,853 | ||||||||||||||||||
Commercial real estate
|
2,290 | 1,141 | (1,270 | ) | — | — | 2,161 | |||||||||||||||||
Commercial business
|
85 | 31 | — | 116 | ||||||||||||||||||||
Consumer
|
1,211 | 237 | (549 | ) | — | — | 899 | |||||||||||||||||
Total
|
$ | 46,872 | $ | 2,153 | $ | (3,425 | ) | $ | 101 | $ | (239 | ) | $ | 45,462 | ||||||||||
March 31,
2012
(2)
|
Three Months Ended
March 31, 2012
|
Three Months Ended
March 31, 2011
|
|||||||||||||||||||||
Yield/
Rate
|
Average
Balance
|
Interest
|
Yield/
Rate
|
Average
Balance
|
Interest
|
Yield/
Rate
|
|||||||||||||||||
(Dollars in thousands)
|
|||||||||||||||||||||||
Interest-earning assets:
|
|||||||||||||||||||||||
Loans receivable:
|
|||||||||||||||||||||||
One- to four-family residential
|
5.23
|
%
|
$
|
361,024
|
$
|
6,260
|
6.97
|
%
|
$
|
313,738
|
$
|
5,888
|
7.61
|
%
|
|||||||||
Other residential
|
5.44
|
280,733
|
4,449
|
6.37
|
236,898
|
3,549
|
6.08
|
||||||||||||||||
Commercial real estate
|
5.54
|
783,164
|
13,450
|
6.91
|
644,737
|
12,901
|
8.12
|
||||||||||||||||
Construction
|
5.29
|
258,213
|
4,810
|
7.49
|
273,228
|
9,824
|
11.32
|
||||||||||||||||
Commercial business
|
5.53
|
220,708
|
3,537
|
6.45
|
175,412
|
4,895
|
14.58
|
||||||||||||||||
Other loans
|
7.05
|
220,392
|
4,425
|
8.07
|
209,475
|
3,996
|
7.74
|
||||||||||||||||
Industrial revenue bonds (1)
|
5.94
|
66,370
|
966
|
5.86
|
72,364
|
1,031
|
5.78
|
||||||||||||||||
Total loans receivable
|
5.81
|
2,190,604
|
37,897
|
6.96
|
1,925,852
|
42,084
|
8.86
|
||||||||||||||||
Investment securities (1)
|
3.33
|
900,765
|
6,648
|
2.97
|
831,129
|
6,790
|
3.31
|
||||||||||||||||
Other interest-earning assets
|
0.22
|
356,886
|
132
|
0.15
|
401,359
|
166
|
0.17
|
||||||||||||||||
Total interest-earning assets
|
4.57
|
3,448,255
|
44,677
|
5.21
|
3,158,340
|
49,040
|
6.30
|
||||||||||||||||
Non-interest-earning assets:
|
|||||||||||||||||||||||
Cash and cash equivalents
|
77,487
|
73,348
|
|||||||||||||||||||||
Other non-earning assets
|
324,691
|
256,783
|
|||||||||||||||||||||
Total assets
|
$
|
3,850,433
|
$
|
3,488,471
|
|||||||||||||||||||
Interest-bearing liabilities:
|
|||||||||||||||||||||||
Interest-bearing demand and savings
|
0.55
|
$
|
1,241,670
|
2,069
|
0.67
|
$
|
1,090,280
|
2,107
|
0.78
|
||||||||||||||
Time deposits
|
1.15
|
1,302,867
|
3,715
|
1.15
|
1,316,443
|
5,379
|
1.66
|
||||||||||||||||
Total deposits
|
0.84
|
2,544,537
|
5,784
|
0.91
|
2,406,723
|
7,486
|
1.26
|
||||||||||||||||
Short-term borrowings and structured
repurchase agreements
|
1.08
|
268,603
|
687
|
1.03
|
322,104
|
756
|
0.95
|
||||||||||||||||
Subordinated debentures issued to
capital trusts
|
2.12
|
30,929
|
159
|
2.07
|
30,929
|
140
|
1.84
|
||||||||||||||||
FHLB advances
|
3.48
|
178,844
|
1,274
|
2.86
|
153,011
|
1,297
|
3.44
|
||||||||||||||||
Total interest-bearing liabilities
|
0.99
|
3,022,913
|
7,904
|
1.05
|
2,912,767
|
9,679
|
1.35
|
||||||||||||||||
Non-interest-bearing liabilities:
|
|||||||||||||||||||||||
Demand deposits
|
490,364
|
251,866
|
|||||||||||||||||||||
Other liabilities
|
5,551
|
15,862
|
|||||||||||||||||||||
Total liabilities
|
3,518,828
|
3,180,495
|
|||||||||||||||||||||
Stockholders’ equity
|
331,605
|
307,976
|
|||||||||||||||||||||
Total liabilities and stockholders’
equity
|
$
|
3,850,433
|
$
|
3,488,471
|
|||||||||||||||||||
Net interest income:
|
|||||||||||||||||||||||
Interest rate spread
|
3.58%
|
$
|
36,773
|
4.16
|
%
|
$
|
39,361
|
4.95
|
%
|
||||||||||||||
Net interest margin*
|
4.29
|
%
|
5.05
|
%
|
|||||||||||||||||||
Average interest-earning assets to
average interest-bearing liabilities
|
114.1
|
%
|
108.4
|
%
|
_____________________
|
||||||||||||||||||||||||
*
|
Defined as the Company’s net interest income divided by total interest-earning assets.
|
(1)
|
Of the total average balances of investment securities, average tax-exempt investment securities were $105.8 million and $94.6 million for the three months ended March 31, 2012 and 2011, respectively. In addition, average tax-exempt loans and industrial revenue bonds were $43.1 million and $43.6 million for the three months ended March 31, 2012 and 2011, respectively. Interest income on tax-exempt assets included in this table was $1.7 million and $1.8 million for the three months ended March 31, 2012 and 2011, respectively. Interest income net of disallowed interest expense related to tax-exempt assets was $1.6 million and $1.6 million for the three months ended March 31, 2012 and 2011, respectively.
|
|
(2)
|
The yield/rate on loans at March 31, 2012 does not include the impact of the accretable yield (income) on loans acquired in the FDIC-assisted transactions. See “Net Interest Income” for a discussion of the effect on results of operations for the three months ended March 31, 2012.
|
Three Months Ended March 31,
|
||||||||||||
2012 vs. 2011
|
||||||||||||
Increase
(Decrease)
Due to
|
||||||||||||
Total
Increase
(Decrease)
|
||||||||||||
Rate
|
Volume
|
|||||||||||
(Dollars in thousands)
|
||||||||||||
Interest-earning assets:
|
||||||||||||
Loans receivable
|
$
|
(9,708
|
)
|
$
|
5,521
|
|
$
|
(4,187
|
)
|
|||
Investment securities
|
(718
|
)
|
576
|
|
(142
|
)
|
||||||
Other interest-earning assets
|
(17
|
)
|
(17
|
)
|
(34
|
)
|
||||||
Total interest-earning assets
|
(10,443
|
)
|
6,080
|
|
(4,363
|
)
|
||||||
Interest-bearing liabilities:
|
||||||||||||
Demand deposits
|
(322
|
)
|
284
|
(38
|
)
|
|||||||
Time deposits
|
(1,605
|
)
|
(59
|
)
|
(1,664
|
)
|
||||||
Total deposits
|
(1,927
|
)
|
225
|
|
(1,702
|
)
|
||||||
Short-term borrowings and structured repo
|
61
|
(130
|
)
|
(69
|
)
|
|||||||
Subordinated debentures issued to capital trust
|
19
|
--
|
19
|
|||||||||
FHLBank advances
|
(232
|
)
|
209
|
|
(23
|
)
|
||||||
Total interest-bearing liabilities
|
(2,079
|
)
|
304
|
|
(1,775
|
)
|
||||||
Net interest income
|
$
|
(8,364
|
)
|
$
|
5,776
|
|
$
|
(2,588
|
)
|
Federal Home Loan Bank line
|
$302.7 million
|
|
Federal Reserve Bank line
|
$364.4 million
|
|
Interest-Bearing and Non-Interest-Bearing Deposits
|
$460.4 million
|
|
Unpledged Securities
|
$92.0 million
|
Total Number
of Shares
Purchased
|
Average
Price
Per Share
|
Total Number
of Shares
Purchased
As Part of
Publicly
Announced
Plan
|
Maximum
Number of
Shares that
May Yet Be
Purchased
Under the
Plan(1)
|
|||||||||||||
January 1, 2012 – January 31, 2012
|
---
|
$
|
----
|
---
|
396,562
|
|||||||||||
February 1, 2012 – February 29, 2012
|
---
|
$
|
----
|
---
|
396,562
|
|||||||||||
March 1, 2012 – March 31, 2012
|
---
|
$
|
----
|
---
|
396,562
|
|||||||||||
---
|
$
|
----
|
---
|
_______________________
|
|||
(1)
|
Amount represents the number of shares available to be repurchased under the November 2006 plan as of the last calendar day of the month shown.
|
a)
|
Exhibits
|
|
See Exhibit Index.
|
Great Southern Bancorp, Inc.
|
|
Registrant
|
|
Date: May 10, 2012
|
/s/ Joseph W. Turner
|
Joseph W. Turner
President and Chief Executive Officer
(Principal Executive Officer)
|
|
Date: May 10, 2012
|
/s/ Rex A. Copeland
|
Rex A. Copeland
Treasurer
(Principal Financial and Accounting Officer)
|
(2)
|
Plan of acquisition, reorganization, arrangement, liquidation, or succession
|
|
(i)
|
The Purchase and Assumption Agreement, dated as of March 20, 2009, among Federal Deposit Insurance Corporation, Receiver of TeamBank, N.A., Paola, Kansas, Federal Deposit Insurance Corporation and Great Southern Bank, previously filed with the Commission (File no. 000-18082) as Exhibit 2.1 to the Registrant's Current Report on Form 8-K filed on March 26, 2011 is incorporated herein by reference as Exhibit 2.1(i).
|
|
(ii)
|
The Purchase and Assumption Agreement, dated as of September 4, 2009, among Federal Deposit Insurance Corporation, Receiver of Vantus Bank, Sioux City, Iowa, Federal Deposit Insurance Corporation and Great Southern Bank, previously filed with the Commission (File no. 000-18082) as Exhibit 2.1 to the Registrant's Current Report on Form 8-K filed on September 11, 2011 is incorporated herein by reference as Exhibit 2.1(ii).
|
|
(iii)
|
The Purchase and Assumption Agreement, dated as of October 7, 2011, among Federal Deposit Insurance Corporation, Receiver of Sun Security Bank, Ellington, Missouri, Federal Deposit Insurance Corporation and Great Southern Bank, previously filed with the Commission (File no. 000-18082) as Exhibit 2.1(iii) to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011 is incorporated herein by reference as Exhibit 2(iii).
|
|
(iv)
|
The Purchase and Assumption Agreement, dated as of April 27, 2012, among Federal Deposit Insurance Corporation, Receiver of Inter Savings Bank, FSB, Maple Grove, Minnesota, Federal Deposit Insurance Corporation and Great Southern Bank.
|
|
(3)
|
Articles of incorporation and Bylaws
|
|
(i)
|
The Registrant's Charter previously filed with the Commission as Appendix D to the Registrant's Definitive Proxy Statement on Schedule 14A filed on September 30, 2004 (File No. 000-18082), is incorporated herein by reference as Exhibit 3.1.
|
|
(iA)
|
The Articles Supplementary to the Registrant's Charter setting forth the terms of the Registrant's Senior Non-Cumulative Perpetual Preferred Stock, Series A, previously filed with the Commission (File no. 000-18082) as Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on August 18, 2011, are incorporated herein by reference as Exhibit 3(i).
|
|
(ii)
|
The Registrant's Bylaws, previously filed with the Commission (File no. 000-18082) as Exhibit 3(ii) to the Registrant's Current Report on Form 8-K filed on October 23, 2007, is incorporated herein by reference as Exhibit 3.2.
|
|
(4)
|
Instruments defining the rights of security holders, including indentures
|
(9)
|
Voting trust agreement
|
|
Inapplicable.
|
||
(10)
|
Material contracts
|
|
The Registrant's 1997 Stock Option and Incentive Plan previously filed with the Commission (File no. 000-18082) as Annex A to the Registrant's Definitive Proxy Statement on Schedule 14A filed on September 18, 1997 is incorporated herein by reference as Exhibit 10.1.
|
||
The Registrant's 2003 Stock Option and Incentive Plan previously filed with the Commission (File No. 000-18082) as Annex A to the Registrant's Definitive Proxy Statement on Schedule 14A filed on April 14, 2003, is incorporated herein by reference as Exhibit 10.2.
|
||
The employment agreement dated September 18, 2002 between the Registrant and William V. Turner previously filed with the Commission (File no. 000-18082) as Exhibit 10.2 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2003, is incorporated herein by reference as Exhibit 10.3.
|
||
The employment agreement dated September 18, 2002 between the Registrant and Joseph W. Turner previously filed with the Commission (File no. 000-18082) as Exhibit 10.4 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2003, is incorporated herein by reference as Exhibit 10.4.
|
||
The form of incentive stock option agreement under the Registrant's 2003 Stock Option and Incentive Plan previously filed with the Commission as Exhibit 10.1 to the Registrant's Current Report on Form 8-K (File no. 000-18082) filed on February 24, 2005 is incorporated herein by reference as Exhibit 10.5.
|
||
The form of non-qualified stock option agreement under the Registrant's 2003 Stock Option and Incentive Plan previously filed with the Commission as Exhibit 10.2 to the Registrant's Current Report on Form 8-K (File no. 000-18082) filed on February 24, 2005 is incorporated herein by reference as Exhibit 10.6.
|
||
A description of the current salary and bonus arrangements for 2012 for the Registrant's named executive officers previously filed with the Commission as Exhibit 10.7 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 is incorporated herein by reference as Exhibit 10.7.
|
||
A description of the current fee arrangements for the Registrant's directors previously filed with the Commission as Exhibit 10.8 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 is incorporated herein by reference as Exhibit 10.8.
|
||
Small Business Lending Fund – Securities Purchase Agreement, dated August 18, 2011, between the Registrant and the Secretary of the United States Department of the Treasury, previously filed with the Commission as Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on August 18, 2011, is incorporated herein by reference as Exhibit 10.9.
|
||
(11)
|
Statement re computation of per share earnings
|
|
Included in Note 5 to the Consolidated Financial Statements.
|
||
(15)
|
Letter re unaudited interim financial information
|
Inapplicable.
|
|
(18)
|
Letter re change in accounting principles
|
Inapplicable.
|
|
(19)
|
Report furnished to security holders.
|
Inapplicable.
|
|
(22)
|
Published report regarding matters submitted to vote of security holders
|
Inapplicable.
|
|
(23)
|
Consents of experts and counsel
|
Inapplicable.
|
|
(24)
|
Power of attorney
|
None.
|
|
(31.1)
|
Rule 13a-14(a) Certification of Chief Executive Officer
|
Attached as Exhibit 31.1
|
|
(31.2)
|
Rule 13a-14(a) Certification of Treasurer
|
Attached as Exhibit 31.2
|
|
(32)
|
Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350)
|
Attached as Exhibit 32.
|
|
(99)
|
Additional Exhibits
|
None.
|
|
(101)
|
Attached as Exhibit 101 are the following financial statements from the Great Southern Bancorp, Inc. Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, formatted in Extensive Business Reporting Language (XBRL): (i) consolidated statements of financial condition, (ii) consolidated statements of income, (iii) consolidated statements of cash flows and (iv) the notes to consolidated financial statements.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Ag
reement
February 21. 2012
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
ARTICLE I. GENERAL
|
1
|
6.2
|
Transfer of Assigned Records
|
30
|
||
6.3
|
Preservation of Records
|
30
|
||||
1.1
|
Purpose
|
1
|
6.4
|
Access to Records; Copies
|
31
|
|
1.2
|
Shared-Loss Agreements
|
1
|
6.5
|
Right of Receiver or Corporation to Audit
|
31
|
|
1.3
|
Defined Terms
|
2
|
||||
ARTICLE VIII. BID; INITIAL PAYMENT
|
31
|
|||||
ARTICLE II. ASSUMPTION OF LIABILITIES
|
9
|
|||||
ARTICLE VIII. ADJUSTMENTS
|
31
|
|||||
2.1
|
Liabilities Assumed by Assuming Institution
|
9
|
||||
2.2
|
Interest on Deposit Liabilities
|
11
|
8.1
|
Pro Forma Statement
|
31
|
|
2.3
|
Unclaimed Deposits
|
11
|
8.2
|
Correction of Errors and Omissions; Other
|
||
2.4
|
Employee Plans
|
12
|
Liabilities
|
32
|
||
8.3
|
Payments
|
32
|
||||
ARTICLE III. PURCHASE OF ASSETS
|
12
|
8.4
|
Interest
|
32
|
||
8.5
|
Subsequent Adjustments
|
32
|
||||
3.1
|
Assets Purchased by the Assuming Institution
|
12
|
||||
3.2
|
Asset Purchase Price
|
12
|
ARTICLE IX. CONTINUING COOPERATION
|
33
|
||
3.3
|
Manner of Conveyance; Limited Warranty;
|
|||||
Nonrecourse; Etc.
|
13
|
9.1
|
General Matters
|
33
|
||
3.4
|
Puts of Assets to the Receiver
|
14
|
9.2
|
Additional Title Documents
|
33
|
|
3.5
|
Assets Not Purchased by Assuming Institution
|
16
|
9.3
|
Claims and Suits
|
33
|
|
3.6
|
Retention or Repurchase of Assets Essential to
|
9.4
|
Payment of Deposits
|
33
|
||
Receiver
|
17
|
9.5
|
Withheld Payments
|
33
|
||
3.7
|
Receiver's Offer to Sell Withheld Loans
|
18
|
9.6
|
Proceedings with Respect to Certain Assets and
|
||
Liabilities
|
34
|
|||||
ARTICLE IV. ASSUMPTION OF CERTAIN DUTIES
|
9.7
|
Information
|
34
|
|||
AND OBLIGATIONS
|
19
|
9.8
|
Tax Ruling
|
35
|
||
4.1
|
Continuation of Banking Business
|
19
|
ARTICLE X. CONDITION PRECEDENT
|
35
|
||
4.2
|
Credit Card Business
|
19
|
||||
4.3
|
Safe Deposit Business
|
19
|
ARTICLE XI. REPRESENTATIONS AND
|
|||
4.4
|
Safekeeping Business
|
19
|
WARRANTIES OF THE ASSUMING INSTITUTION
|
35
|
||
4.5
|
Trust Business
|
20
|
||||
4.6
|
Bank Premises
|
20
|
11.1
|
Corporate Existence and Authority
|
35
|
|
4.7
|
Agreement with Respect to Leased Data
|
11.2
|
Third Party Consent
|
35
|
||
Management Equipment
|
24
|
11.3
|
Execution and Enforceability
|
35
|
||
4.8
|
Certain Existing Agreements
|
25
|
11.4
|
Compliance with Law
|
35
|
|
4.9
|
Informational Tax Reporting
|
26
|
11.5
|
Insured or Guaranteed Loans
|
36
|
|
4.10
|
Insurance
|
26
|
11.6
|
Representations Remain True
|
36
|
|
4.11
|
Office Space for Receiver and Corporation; Certain
|
26
|
11.7
|
No Reliance; Independent Advice
|
36
|
|
Payments
|
||||||
4.12
|
Continuation of Group Health Plan Coverage for
|
ARTICLE XII INDEMNIFICATION
|
36
|
|||
Former Employees of the Failed Bank
|
27
|
|||||
4.13
|
Interim Asset Servicing
|
28
|
12.1
|
Indemnification of Indemnitees
|
36
|
|
4.15
|
Loss Sharing
|
28
|
12.2
|
Conditions Precedent to Indemnification
|
39
|
|
12.3
|
No Additional Warranty
|
40
|
||||
ARTICLE V. DUTIES WITH RESPECT TO
|
12.4
|
Indemnification of Receiver and Corporation
|
40
|
|||
DEPOSITORS OF THE FAILED BANK
|
29
|
12.5
|
Obligations Supplemental
|
41
|
||
12.6
|
Criminal Claims
|
41
|
||||
5.1
|
Payment of Checks, Drafts, Orders and Deposits
|
29
|
12.7
|
Limited Guaranty of the Corporation
|
41
|
|
5.2
|
Certain Agreements Related to Deposits
|
29
|
12.8
|
Subrogation
|
41
|
|
5.3
|
Notice to Depositors
|
29
|
||||
ARTICLE XIII. MISCELLANEOUS
|
41
|
|||||
ARTICLE VI. RECORDS
|
30
|
|||||
13.1
|
Expenses
|
41
|
||||
6.1
|
Transfer of Records
|
30
|
13.2
|
Waiver of Jury Trial
|
42
|
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
i
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Page
|
||
Excluded Deposit Liability Accounts
|
Schedule 2.1(a)
|
46
|
Purchase Price of Assets or any other assets
|
Schedule 3.2
|
47
|
Excluded Securities
|
Schedule 3.5(1)
|
49
|
Data Retention Catalog
|
Schedule 6.3
|
50
|
Accounts Excluded from Calculation of Deposit Franchise Bid Premium
|
Schedule 7
|
52
|
Final Legal Notice
|
Exhibit 2.3A
|
54
|
Affidavit of Mailing
|
Exhibit 2.3B
|
56
|
Valuation of Certain Qualified Financial Contracts
|
Exhibit 3.2(c)
|
57
|
Interim Asset Servicing Arrangement
|
Exhibit 4.13
|
59
|
Single Family Shared-Loss Agreement
|
Exhibit 4.15A
|
63
|
Commercial Shared-Loss Agreement
|
Exhibit 4.15B
|
80
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
ii
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
1
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
2
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
3
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
4
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
5
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
6
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
7
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
8
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
9
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
10
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
11
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
12
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
13
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
14
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
15
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
16
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
17
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
18
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
19
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
20
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
21
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
22
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
23
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
24
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption A
greement
February 21. 2012
|
25
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
26
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
27
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
28
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
29
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
30
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
31
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
32
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
33
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
34
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
35
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
36
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
37
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
38
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
39
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
40
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
41
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
42
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
43
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
44
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
FEDERAL DEPOSIT INSURANCE CORPORATION,
RECEIVER OF INTER SAVINGS BANK, FSB
MAPLE GROVE, MINNESOTA
|
|||
BY:
|
/s/ Michael W. Lamb
|
||
NAME:
|
Michael W. Lamb
|
||
TITLE:
|
Receiver in Charge
|
||
Attest:_______________________
|
|||
FEDERAL DEPOSIT INSURANCE CORPORATION,
|
|||
BY:
|
/s/ Michael W. Lamb
|
||
NAME:
|
Michael W. Lamb
|
||
TITLE:
|
Attorney in Fact
|
||
Attest:_______________________
|
|||
GREAT SOUTHERN BANK
|
|||
BY:
|
/s/ Joseph W. Turner
|
||
NAME:
|
Joseph W. Turner
|
||
TITLE:
|
President and CEO
|
||
Attest:_______________________
|
|||
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
45
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
46
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
47
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
(o)
|
rights of the Failed Bank to have loan servicing provided to the Failed Bank by others and related contracts:
|
Book Value
|
(q)
|
Personal Computers and Owned Data Management Equipment:
|
Fair Market Value
|
(r)
|
Safe Deposit Boxes
|
Fair Market Value
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
48
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
49
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
50
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
51
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Category
|
Description
|
Amount
|
I
|
Non- DO Brokered Deposits
|
$249,298.00
|
II
|
CDARS
|
$ -0-
|
III
|
Market Place Deposits
|
$13,545,532.00
|
Total deposits excluded from Calculation of premium
|
$13,794,830.00
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
52
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agre
ement
February 21. 2012
|
53
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
54
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
55
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
[Name], Notary Public
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
56
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
A.
|
Scope
.
|
||
Interest Rate Contracts - All interest rate swaps, forward rate agreements, interest rate futures, caps, collars and floors, whether purchased or written.
|
|||
Option Contracts - All put and call option contracts, whether purchased or written, on marketable securities, financial futures, foreign currencies, foreign exchange or foreign exchange futures contracts.
|
|||
Foreign Exchange Contracts - All contracts for future purchase or sale of foreign currencies, foreign currency or cross currency swap contracts, or foreign exchange futures contracts.
|
|||
B.
|
Exclusions
|
||
All financial contracts used to hedge assets and liabilities that are acquired by the Assuming Institution but are not subject to adjustment from Book Value.
|
|||
C.
|
Adjustment
|
||
The difference between the Book Value and market value as of the Bank Closing Date.
|
|||
D.
|
Methodology
|
||
1.
|
The price at which the Assuming Institution sells or disposes of Qualified Financial Contracts will be deemed to be the fair market value of such contracts, if such sale or disposition occurs at prevailing market rates within a predefined timetable as agreed upon by the Assuming Institution and the Receiver.
|
||
2.
|
In valuing all other Qualified Financial Contracts, the following principles will apply:
|
||
(i)
|
All known cash flows under swaps or forward exchange contracts shall be present valued to the swap zero coupon interest rate curve.
|
||
(ii)
|
All valuations shall employ prices and interest rates based on the actual frequency of rate reset or payment.
|
||
(iii)
|
Each tranche of amortizing contracts shall be separately valued. The total value of such amortizing contract shall be the sum of the values of its component tranches.
|
||
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
57
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
|
|
(iv)
|
For regularly traded contracts, valuations shall be at the midpoint of the bid and ask prices quoted by customary sources (e.g., The Wall Street Journal, Telerate, Reuters or other similar source) or regularly traded exchanges.
|
(v)
|
For all other Qualified Financial Contracts where published market quotes are unavailable, the adjusted price shall be the average of the bid and ask price quotes from three (3) securities dealers acceptable to the Receiver and Assuming Institution as of the Bank Closing Date. If quotes from securities dealers cannot be obtained, an appraiser acceptable to the Receiver and the Assuming Institution will perform a valuation based on modeling, correlation analysis, interpolation or other techniques, as appropriate.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
58
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
59
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
60
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1
-
Purchase and Assumption Agreement
February 21. 2012
|
61
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Purchase and Assumption Agreement
February 21. 2012
|
62
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
ARTICLE 1. GENERAL
|
1
|
ARTICLE 6. MISCELLANEOUS
|
16
|
|||
1.1
|
Purpose
|
1
|
6.1
|
Expenses
|
16
|
|
1.2
|
Relationship with Purchase and Assumption
|
6.2
|
Successors and Assigns
|
16
|
||
Agreement
|
1
|
6.3
|
Waiver of Jury Trial
|
17
|
||
1.3
|
Defined Terms
|
1
|
6.4
|
No Third Party Beneficiary
|
17
|
|
6.5
|
Consent, Determination or Discretion
|
17
|
||||
ARTICLE 2. SHARED-LOSS ARRANGEMENT
|
1
|
6.6
|
Rights Cumulative
|
17
|
||
6.7
|
References
|
17
|
||||
2.1
|
Accounting for and Management of Shared-Loss
|
6.8
|
Notice
|
18
|
||
Loans
|
1
|
|||||
2.2
|
Payments with Respect to Shared-Loss Loans
|
2
|
ARTICLE 7. DISPUTE RESOLUTION
|
18
|
||
2.3
|
Payments Applicable to Shared-Loss Months
|
2
|
||||
2.4
|
Loss Mitigation and Loan Modification
|
2
|
7.1
|
Methods of Resolution
|
18
|
|
2.5
|
True-Up Payment and Calculation
|
5
|
7.2
|
Informal Resolution
|
18
|
|
2.6
|
Limitation on Payments
|
5
|
7.3
|
Resolution by Non-Binding Dispute Resolution
|
||
2.7
|
Treatment as a Shared-Loss Loan
|
6
|
Proceeding
|
19
|
||
7.4
|
Confidentiality of Compromise Negotiations
|
19
|
||||
ARTICLE 3. ADMINISTRATION OF SHARED-
|
7.5
|
Payment Resulting from Compromise
|
||||
LOSS LOANS
|
7
|
Negotiations
|
19
|
|||
7.6
|
Formal Resolution
|
19
|
||||
3.1
|
Management Standards Regarding Administration
|
7
|
7.7
|
Limitation on FDIC Party
|
20
|
|
3.2
|
Assuming Institution’s Responsibilities and Duties
|
7
|
7.8
|
Effectiveness of Agreement Pending Dispute
|
20
|
|
3.3
|
Third Party Servicers and Affiliates
|
9
|
7.9
|
Governing Rules and Law
|
20
|
|
3.4
|
Utilization by Assuming Institution of Special
|
7.10
|
Review Board Proceedings
|
20
|
||
Receivership Powers
|
10
|
7.11
|
Impartiality
|
22
|
||
3.5
|
Tax Ruling
|
10
|
7.12
|
Schedule
|
22
|
|
7.13
|
Written Award
|
22
|
||||
ARTICLE 4. SALE OF CERTAIN SHARED-LOSS
|
7.14
|
Interest Rate on Award
|
23
|
|||
LOANS AND ORE
|
10
|
7.15
|
Payments
|
23
|
||
7.16
|
Fees, Costs and Expenses
|
23
|
||||
4.1
|
Sales of Shared-Loss Loans
|
10
|
7.17
|
Binding and Conclusive Nature
|
23
|
|
4.2
|
Calculation of Gain or Loss on Sale
|
11
|
7.18
|
No Precedent
|
23
|
|
4.3
|
Sale of ORE
|
11
|
7.19
|
Confidentiality; Proceedings, Information and
|
||
Documents
|
23
|
|||||
ARTICLE 5. CERTIFICATES, REPORTS AND
|
7.20
|
Confidentiality of Arbitration Award
|
24
|
|||
RECORDS
|
12
|
7.21
|
Extension of Time Periods
|
24
|
||
7.22
|
Venue
|
24
|
||||
5.1
|
Reporting Obligations of the Assuming Institution
|
12
|
||||
5.2
|
Monthly Certificates
|
12
|
ARTICLE 8. DEFINITIONS
|
24
|
||
5.3
|
Monthly Data
|
13
|
||||
5.4
|
Notification of Related Loans
|
14
|
||||
5.5
|
Auditor’s Report; Right to Audit
|
14
|
||||
5.6
|
Accounting Principles
|
15
|
||||
5.7
|
Records and Reports
|
15
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-i
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Page
|
||
Monthly Certificate
|
Exhibit 1
|
31
|
Calculation of Restructuring Loss
|
||
HAMP or FDIC Loan Modification (Loan Written Down)
|
Exhibit 2a(1)
|
34
|
HAMP or FDIC Loan Modification (No Preceding Loan Restructure)
|
Exhibit 2a(2)
|
36
|
2nd FDIC Modification
|
Exhibit 2a(3)
|
38
|
Calculation of Short-Sale Loss
|
||
Written Down to Book Value
|
Exhibit 2b(1)
|
42
|
No Preceding Loan Modification Under Loss Share
|
Exhibit 2b(2)
|
44
|
After a Covered Loan Modification
|
Exhibit 2b(3)
|
46
|
Calculation of Foreclosure Loss
|
||
ORE or Foreclosure Occurred Prior to Loss Share Agreement
|
Exhibit 2c(1)
|
50
|
During the Term of the Agreement, No Preceding Loan Modification Under Loss Share
|
Exhibit 2c(2)
|
52
|
Foreclosure After Covered Loan Modification
|
Exhibit 2c(3)
|
54
|
Calculation of Home Equity Loan Loss
|
Exhibit 2d(1)
|
58
|
Calculation of Recovery When a Restructuring Loss Has Been Paid
|
Exhibit 2d(2)
|
60
|
Calculation of Loan Sale Loss
|
||
Loan Written Down to Book Value Prior to Loss Share
|
Exhibit 2c(1)
|
63
|
No Preceding Loan Modification under Loss Share
|
Exhibit 2e(2)
|
64
|
Loan Sale after a Covered Loan Modification
|
Exhibit 2e(3)
|
65
|
True-Up
|
Exhibit 2.5
|
67
|
Portfolio Performance and Summary Schedule
|
Exhibit 3
|
68
|
Wire Transfer Instructions
|
Exhibit 4
|
70
|
FDIC Mortgage Loan Modification Program
|
Exhibit 5
|
71
|
Single Family Shared-Loss Loans
|
Exhibit 5.3(a)
|
74
|
Page
|
||
Loans Subject to Loss Sharing under the Single Family Shared-Loss Agreement
|
Schedule 4.15A
|
79
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-ii
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-1
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-2
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-3
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1
-
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-4
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-5
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-6
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-7
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-8
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-9
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-10
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-11
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-12
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-13
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-14
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-15
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-16
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-17
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-18
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-19
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-20
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-21
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-22
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-23
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-24
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-25
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-26
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-27
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-28
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-29
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-30
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-31
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-32
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-33
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month
|
20100831
|
2
|
Loan no:
|
123456
|
3
|
Modification Program:
|
HAMP
|
Loan before Restructuring
|
||
4
|
Unpaid principal balance
|
450000
|
50
|
Net Book Value per Schedule 4.15A
|
375000
|
51
|
Less: Post closing principal payments
|
2500
|
5
|
Remaining term
|
298
|
6
|
Interest rate
|
0.06500
|
7
|
Next ARM reset rate (if within next 4 months)
|
0.00000
|
8
|
Interest Paid-To-Date
|
20091230
|
9
|
Delinquency Status
|
|
10
|
Monthly payment - P&I
|
2539
|
11
|
Monthly payment - T&I
|
200
|
Total monthly payment
|
2739
|
|
12
|
Household current annual income
|
55000
|
13
|
Valuation Date
|
20100901
|
14
|
Valuation Amount
|
350000
|
15
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
AVM
|
Terms of Modified/Restructured Loan
|
||
16
|
1st Trial Payment Due Date
|
20090119
|
17
|
Modification Effective Date
|
20090419
|
Net Unpaid Principal Balance (net of forbearance & principal
|
||
18
|
reduction)
|
403147
|
19
|
Principal forbearance
|
60040
|
20
|
Principal reduction
|
0
|
21
|
Product (fixed or step)
|
step
|
22
|
Remaining amortization term
|
480
|
23
|
Maturity date
|
20490119
|
24
|
Interest rate
|
0.02000
|
25
|
Next Payment due date
|
20090601
|
26
|
Monthly payment - P&I
|
1221
|
27
|
Monthly payment - T&I
|
200
|
Total monthly payment
|
1421
|
|
28
|
Next
reset date
|
20140501
|
29
|
Interest rate change per adjustment
|
0.01000
|
30
|
Lifetime interest rate cap
|
0.05530
|
31
|
Back end DTI
|
0.45000
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-34
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Restructuring Loss Calculation | ||
50-
51
|
Net Book Value Less Principal Payments
|
372500
|
35
|
Attorneys' fees
|
0
|
36
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
500
|
37
|
Property protection costs, maint and repairs
|
0
|
38
|
Tax and insurance advances
|
2500
|
Other Advances
|
||
39
|
Appraisal/Broker's Price Opinion fees
|
100
|
40
|
Inspections
|
0
|
41
|
Other
|
0
|
Gross balance recoverable by Assuming Institution
|
375600
|
|
Cash Recoveries
:
|
||
52
|
MI Claim Date
|
20090119
|
53
|
MI Claim Amount
|
252000
|
54
|
MI Response Date
|
20090519
|
42
|
MI Contribution
|
0
|
43
|
Other credits
|
0
|
44
|
T & I escrow account balances, if positive
|
0
|
Total Cash Recovery
|
0
|
|
Assumptions for Calculating Loss Share Amount, Restructured Loan:
|
||
45
|
Discount rate for projected cash flows
|
0.05530
|
46
|
Loan prepayment in full
|
120
|
47
|
NPV of projected cash flows (see amort schdl )
|
364556
|
48
|
Loss Amount
|
11044
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-35
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-36
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
same
as 4
above
|
Unpaid Principal Balance before restructuring/modification
|
450000
|
34
|
Accrued interest, limited to 90 days
|
7313
|
35
|
Attorneys’ fees
|
0
|
36
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
500
|
37
|
Property protection costs, maint. and repairs
|
0
|
38
|
Tax and insurance advances
|
2500
|
Other Advances
|
100
|
|
39
|
Appraisal/Broker’s Price Opinion fees
|
100
|
40
|
Inspections
|
0
|
41
|
Other
|
0
|
Gross balance recoverable by Assuming Institution
|
460413
|
|
Cash Recoveries
:
|
||
52
|
MI Claim Date
|
20090119
|
53
|
MI Claim Amount
|
370000
|
54
|
MI Response Date
|
20090519
|
42
|
MI Contribution
|
0
|
43
|
Other credits
|
0
|
44
|
T & I escrow account balances, if positive
|
0
|
Total Cash Recovery
|
0
|
|
Assumptions for Calculating Loss Share Amount, Restructured Loan:
|
||
45
|
Discount rate for projected cash flows
|
0.05530
|
46
|
Loan prepayment in full
|
120
|
47
|
NPV of projected cash flows (see amort schd2)
|
364556
|
48
|
Loss Amount
|
95856
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-37
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month
|
20090531
|
2
|
Loan no:
|
123456
|
3
|
Modification Program:
|
FDIC
|
Loan before Restructuring
|
||
4
|
Unpaid principal balance
|
450000
|
5
|
Remaining term
|
298
|
6
|
Interest rate
|
0.06500
|
7
|
Next ARM reset rate (if within next 4 months)
|
0.00000
|
8
|
Interest Paid-To-Date
|
20091230
|
9
|
Delinquency Status
|
|
10
|
Monthly payment - P&I
|
3047
|
11
|
Monthly payment - T&I
|
200
|
Total monthly payment
|
3247
|
|
12
|
Household current annual income
|
55000
|
13
|
Valuation Date
|
20100901
|
14
|
Valuation Amount
|
350000
|
15
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
AVM
|
Terms of Modified/Restructured Loan
|
||
16
|
1st Trial Payment Due Date
|
20090201
|
17
|
Modification Effective Date
|
20090501
|
18
|
Net Principal balance (net of forbearance & principal reduction)
|
403147
|
19
|
Principal forbearance
|
60040
|
20
|
Principal reduction
|
0
|
21
|
Product (fixed or step)
|
step
|
22
|
Remaining amortization term
|
480
|
23
|
Maturity date
|
20490501
|
24
|
Interest rate
|
0.02000
|
25
|
Next Payment due date
|
20090601
|
26
|
Monthly payment - P&I
|
1221
|
27
|
Monthly payment - T&I
|
200
|
Total monthly payment
|
1421
|
|
28
|
Next reset date
|
20140501
|
29
|
Interest rate change per adjustment
|
0.01000
|
30
|
Lifetime interest rate cap
|
0.05530
|
31
|
Back end DTI
|
0.45000
|
Restructuring Loss Calculation
|
||
32
|
Previous NPV of loan modification
|
458740
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-38
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
33
|
Less: Post modification principal payments
|
2500
|
Plus:
|
||
35
|
Attorneys' fees
|
0
|
36
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
500
|
37
|
Property protection costs, maint. and repairs
|
0
|
38
|
Tax and insurance advances
|
2500
|
Other Advances
|
||
39
|
Appraisal/Broker's Price Opinion fees
|
100
|
40
|
Inspections
|
0
|
41
|
Other
|
0
|
Gross balance recoverable by Assuming Institution
|
459340
|
|
Cash Recoveries
:
|
||
52
|
MI Claim Date
|
20090119
|
53
|
MI Claim Amount
|
0
|
54
|
Ml Response Date
|
20090519
|
42
|
MI contribution
|
0
|
43
|
Other credits
|
0
|
44
|
T & I escrow account balances, if positive
|
0
|
Total Cash Recovery
|
0
|
|
Assumptions for Calculating Loss Share Amount, Restructured Loan:
|
||
45
|
Discount rate for projected cash flows
|
0.05530
|
46
|
Loan prepayment in full
|
120
|
47
|
NPV of projected cash flows (see amort schd3)
|
364556
|
48
|
Loss Amount
|
94784
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-39
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Notes to Exhibits 2a (Restructuring)
|
||
1.
|
The data shown are for illustrative purposes.
|
|
2.
|
The Covered Loss is the difference between the gross balance recoverable by the Assuming Institution and the total cash recovery. There are three methods of calculation for Restructuring Loss:
|
|
a.
|
Use
Exhibit 2a(1)
for loans written down to book value prior to the Bank Closing Date (based on the loan balance specified on
Schedule 4.15A
) less any post closing principal payments.
|
|
b.
|
If a Restructuring Loss has already been processed for the loan, use
Exhibit 2a(3)
. This version uses the Net Present Value (NPV) of the modified loan as the starting point for the Covered Loss.
|
|
c.
|
Otherwise, use
Exhibit 2a(2)
. The unpaid balance of the loan as of the last payment date is the starting point for this Restructuring Loss calculation.
|
|
3.
|
The gross balance recoverable by the Assuming Institution (shown after line 41) is calculated as: the sum of lines 50-51, and 35-41 for
Exhibit 2a(1)
, the sum of lines 4, and 34-41 for
Exhibit 2a(2)
, line 32 minus line 33 plus lines 35-41 for
Exhibit 2a(3)
. Costs specified in lines 35-41 must be related to the second restructuring.
|
|
4.
|
For all
Exhibits 2a
, the Assuming Institution's (or Third Party Servicer's) reasonable and customary out-of-pocket costs paid to either a third party or an Affiliate for foreclosure, property protection and maintenance costs, repairs, assessments, taxes, insurance and similar items are treated as part of the gross recoverable balance, to the extent they are not paid from funds in the borrower's escrow account, and are limited to amounts specified in Federal National Mortgage Association or Federal Home Loan Mortgage Corporation guidelines (as in effect from time to time).
|
|
5.
|
For all
Exhibits 2a
the total cash recovery is calculated as the sum of the lines 52-54 and 42-44.
|
|
6.
|
For purposes of loss sharing, Losses on Restructured Loans are calculated as the difference between the gross balance recoverable by the Assuming Institution and the Net Present Value (NPV) of the estimated cash flows (line 47). The cash flows should assume no default or prepayment for ten years, followed by prepayment in full at the end of ten (10) years (one hundred twenty (120) months).
|
|
7.
|
Reasonable and customary third party attorneys' fees and expenses incurred by or on behalf of the Assuming Institution in connection with any enforcement procedures, or otherwise with respect to such loan, are reported under attorneys' fees.
|
|
8.
|
For owner-occupied residential loans, the NPV is calculated using then current Primary Mortgage Market Survey (PMMS) for 30-year fixed-rate loans as of the restructuring date.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-40
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
9.
|
For Investor-Owned Residential Loans or non-owned occupied residential loans, the Assuming Institution may propose a commercially reasonable discount rate for the NPV calculation.
|
|
10.
|
If the new loan is an adjustable-rate loan, interest rate resets and related cash flows should be projected based on the index rate in effect at the date of the loan restructuring. If the restructured loan otherwise provides for specific changes in monthly principal and interest (“P&I”) payments over the term of the loan, those changes should be reflected in the NPV. The Assuming Institution must retain the supporting schedules of NPV as required by Section 5.2 of the Single Family Shared-Loss Agreement and provide it to the FDIC if requested for a sample audit.
|
|
11.
|
Do not include late fees, prepayment penalties, or any similar lender fees or charges by the Failed Bank or Assuming Institution to the loan account, any allocation of the Assuming Institution's servicing costs, or any allocations of the Assuming Institution's general and administrative (G&A) or other operating costs.
|
|
12.
|
If
Exhibit 2a(1)
or
2a(3)
is used, then no Accrued Interest may be included as a Covered Loss. Otherwise, the amount of Accrued Interest that may be added to the balance of the loan is limited to the minimum of:
|
|
a.
|
ninety (90) days;
|
|
b.
|
the number of days that the loan is delinquent at the time of restructuring; or
|
|
c.
|
the number of days between the resolution date and the restructuring.
|
|
To calculate Accrued Interest, apply the note interest rate that would have been in effect if the loan were performing to the principal balance after application of the last payment made by the borrower.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-41
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month:
|
20090531
|
2
|
Loan#
|
62201
|
3
|
Interest Paid-to-Date
|
20071130
|
4
|
Short Payoff Date
|
20090522
|
5
|
Note Interest rate
|
0.08500
|
6
|
Occupancy
|
Owner
|
If owner occupied:
|
||
7
|
Household current annual income
|
45000
|
8
|
Estimated NPV of loan mod
|
220000
|
9
|
Valuation Date
|
20090121
|
10
|
Valuation Amount
|
300000
|
11
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
EXT
|
Short-Sale Loss calculation
|
||
13
|
Net Book Value per Schedule 4.15A
|
300000
|
14
|
Less: Post closing principal payments
|
0
|
17
|
Accrued interest, limited to 90 days
|
6375
|
18
|
Attorneys' fees
|
75
|
19
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
0
|
Property protection costs, maint., repairs and any costs or expenses
|
||
20
|
relating to environmental conditions
|
0
|
21
|
Tax and insurance advances
|
0
|
Other Advances
|
||
22
|
Appraisal/Brokers Price Opinion fees
|
250
|
23
|
Inspections
|
600
|
24
|
Other
|
0
|
25
|
incentive to borrower
|
5000
|
Gross balance recoverable by Assuming Institution
|
312300
|
|
Cash Recoveries
:
|
||
26
|
Amount accepted in Short-Sale (proceeds gross of claimed amounts)
|
275000
|
27
|
Hazard Insurance
|
0
|
33
|
MI Claim Date
|
20090119
|
34
|
MI Claim Amount
|
0
|
35
|
MI Response Date
|
20090519
|
28
|
Mortgage Insurance
|
0
|
29
|
T & I escrow account balance, if positive
|
0
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-42
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
30
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
275000
|
|
31
|
Loss Amount
|
112066
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-43
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month:
|
20090531
|
2
|
Loan #
|
58776
|
3
|
Interest Paid-to-Date
|
20080731
|
4
|
Short Payoff Date
|
20090417
|
5
|
Note Interest rate
|
0.07750
|
6
|
Occupancy
if owner occupied:
|
Owner
|
7
|
Household current annual income
|
38500
|
8
|
Estimated NPV of loan mod
|
200000
|
9
|
Valuation Date
|
20090121
|
10
|
Valuation Amount
|
300000
|
11
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
EXT
|
Short-Sate Loss calculation
|
||
12
|
Loan UPB
|
375000
|
17
|
Accrued interest, limited to 90 days
|
7266
|
18
|
Attorneys' fees
|
0
|
19
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
400
|
Property protection costs, maint., repairs and any costs or expenses
|
||
20
|
relating to environmental conditions
|
1450
|
21
|
Tax and insurance advances
|
0
|
Other Advances
|
||
22
|
Appraisal/Broker's Price Opinion fees
|
350
|
23
|
Inspections
|
600
|
24
|
Other
|
0
|
25
|
Incentive to borrower
|
2000
|
Gross balance recoverable by Assuming Institution
|
387066
|
|
Cash Recoveries
:
|
||
26
|
Amount accepted in Short-Sale (proceeds gross of claimed amounts)
|
275000
|
27
|
Hazard Insurance
|
0
|
33
|
MI Claim Date
|
20090119
|
34
|
MI Claim Amount
|
0
|
35
|
MI Response Date
|
20090519
|
28
|
Mortgage Insurance
|
0
|
29
|
T & I escrow account balance, if positive
|
0
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-44
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
30
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
275000
|
|
31
|
Loss Amount
|
112066
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-45
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
CALCULATION OF LOSS FOR SHORT SALE LOANS Short-Sale after Covered Loan Restructuring
|
||
1
|
Shared-Loss Month:
|
20090531
|
2
|
Loan #
|
20076
|
3
|
Interest paid-to-date
|
20080930
|
4
|
Short Payoff Date
|
20090402
|
5
|
Note Interest rate
|
0.
07500
|
9
|
Valuation Date
|
20090121
|
10
|
Valuation Amount
|
230000
|
11
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
EXT
|
Short-Sale Loss calculation
|
||
15
|
NPV of projected cash flows at first loan mod
|
311000
|
16
|
Less: Post modification principal payments
|
1000
|
Plus:
|
||
18
|
Attorneys' fees
|
0
|
19
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
|
Property protection costs, maint., repairs and any costs or expenses
|
||
20
|
relating to environmental conditions
|
0
|
21
|
Tax and insurance advances
|
0
|
Other advances
|
||
22
|
Appraisal/Broker's Price Opinion fees
|
350
|
23
|
Inspections
|
600
|
24
|
Other
|
0
|
25
|
incentive to borrower
|
3500
|
Gross balance recoverable by Assuming institution
|
314450
|
|
Cash Recoveries
:
|
||
26
|
Amount
accepted in Short-Sale (proceeds gross of claimed amounts)
|
210000
|
27
|
Hazard Insurance
|
|
33
|
MI Claim Date
|
19000100
|
34
|
MI Claim Amount
|
0
|
35
|
MI Response Date
|
19000100
|
28
|
Mortgage Insurance
|
|
29
|
T
8.
I escrow account balance, if positive
|
400
|
30
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
210400
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-46
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
31
|
Loss Amount
|
104050
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-47
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Notes to
Exhibits 2b
(Short-Sale)
|
||
1.
|
The data shown are for illustrative purposes.
|
|
2.
|
The Covered Loss is the difference between the gross balance recoverable by Assuming Institution and the total cash recovery. There are three methods of calculation for Short-Sale Loss, depending upon the circumstances:
|
|
a.
|
Use
Exhibit 2b(1)
, for loans written down to book value prior to bank failure (based on the loan balance specified on
Schedule 4.15A
) less any post closing principal payments.
|
|
b.
|
If a Restructuring Loss was submitted prior to the short sale, use
Exhibit 2b(3)
. This version uses the Net Present Value (NPV) of the modified loan as the starting point for the Covered Loss less post-modification principal payments.
|
|
c.
|
Otherwise, use
Exhibit 2b(2)
. The unpaid balance of the loan as of the last payment date is the starting point for this Short-Sale Loss calculation.
|
|
3.
|
The gross balance recoverable by the Assuming Institution (shown after line 25) is calculated as: line 13 minus line 14 plus lines 18-25 for
Exhibit 2b(1)
, the sum of lines 12, 17-25 for
Exhibit 2b(2)
, line 15 minus line 16 plus lines 18-25 for
Exhibit 2b(3)
.
|
|
4.
|
For all
Exhibits 2b
, the Assuming Institution's (or Third Party Servicer's) reasonable and customary out-of-pocket costs paid to either a third party or an Affiliate for foreclosure, property protection and maintenance costs, repairs, assessments, taxes, insurance and similar items are treated as part of the gross recoverable balance, to the extent they are not paid from funds in the borrower's escrow account, and are limited to amounts specified in Federal National Mortgage Association or Federal Home Loan Mortgage Corporation guidelines (as in effect from time to time).
|
|
5.
|
The total cash recovery is calculated as the sum of lines 26-30 for all
Exhibits 2b
and is shown after line 30.
|
|
6.
|
Reasonable and customary third party attorneys' fees and expenses incurred by on or behalf of the Assuming Institution in connection with any enforcement procedures, or otherwise with respect to such loan, are reported under attorneys' fees.
|
|
7.
|
Do not include late fees, prepayment penalties or any similar lender fees or charges by the Failed Bank or the Assuming Institution to the loan account, any allocation of the Assuming Institution's servicing costs, or any allocations of the Assuming Institution's general and administrative (G&A) or other operating costs.
|
|
8.
|
Net liquidation proceeds are gross of any claimed amounts and Accrued Interest amounts.
|
|
9.
|
If
Exhibit 2b(1)
or
2b(3)
is used, then no Accrued Interest may be included as a Covered Loss. Otherwise, the amount of Accrued Interest that may be included as a Covered Loss is limited to the minimum of:
|
|
a.
|
ninety (90) days;
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-48
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
|
b.
|
the number of days that the loan is delinquent when the property was sold; or
|
c.
|
the number of days between the resolution date and the date when the property was sold.
|
|
To calculate Accrued Interest, apply the note interest rate that would have been in effect if the loan were performing to the principal balance after application of the last payment made by the borrower.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-49
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month
|
20090630
|
2
|
Loan no:
|
364574
|
3
|
Interest Paid-To-Date
|
20071001
|
4
|
Foreclosure sale date
|
20080202
|
5
|
Liquidation date
|
20090412
|
6
|
Note Interest rate
|
0.08100
|
10
|
Valuation Date
|
20090121
|
11
|
Valuation Amount
|
228000
|
12
|
Valuation Type (INT, EXTP, AVM, BPO, DA,
DB,
FA, PAU and TV)
|
INT
|
Foreclosure Loss calculation
|
||
13
|
Net Book Value per Schedule 4.15A
|
244900
|
14
|
Less: Post closing principal payments
|
0
|
Costs Incurred after Loss Share agreement In place:
|
||
19
|
Attorneys' fees
|
0
|
20
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
0
|
21
|
Property protection costs, maint. and repairs
|
6500
|
22
|
Tax and insurance advances
|
0
|
Other Advances
|
||
23
|
Appraisal/Broker's Price Opinion fees
|
0
|
24
|
Inspections
|
0
|
25
|
Other
|
0
|
Gross balance recoverable by Assuming Institution
|
251400
|
|
Cash Recoveries
:
|
||
26
|
Net liquidation proceeds (from HUD-1 settl stmt)
|
219400
|
27
|
Hazard Insurance proceeds
|
0
|
33
|
MI Claim Date
|
19000100
|
34
|
MI Claim Amount
|
0
|
35
|
MI Response Date
|
19000100
|
28
|
Mortgage Insurance proceeds
|
0
|
29
|
T & I escrow account balances, if positive
|
0
|
30
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
219400
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-50
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
31
|
Loss Amount
|
32000
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-51
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month
|
20090531
|
2
|
Loan no:
|
292334
|
3
|
Interest Paid-to-Date
|
20080430
|
4
|
Foreclosure sale date
|
20090115
|
5
|
Liquidation date
|
20090412
|
6
|
Note Interest rate
|
0.08000
|
7
|
Occupancy
|
Owner
|
If owner occupied:
|
||
8
|
Household current annual income
|
42000
|
9
|
Estimated NPV of loan mod
|
195000
|
10
|
Valuation Date
|
20090121
|
11
|
Valuation Amount
|
235000
|
12
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
EXT BPO
|
Foreclosure Loss calculation
|
||
15
|
Loan Principal balance at property reversion
|
300000
|
Plus:
|
||
18
|
Accrued interest, limited to 90 days
|
6000
|
19
|
Attorneys' fees
|
0
|
20
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
500
|
21
|
Property protection costs, maint. and repairs
|
5500
|
22
|
Tax and insurance advances
|
1500
|
Other Advances
|
||
23
|
Appraisal/Broker's Price Opinion fees
|
0
|
24
|
Inspections
|
50
|
25
|
Other
|
0
|
Gross balance recoverable by Assuming Institution
|
313550
|
|
Cash Recoveries
:
|
||
26
|
Net liquidation proceeds (from HUD-1 settl stmt)
|
205000
|
27
|
Hazard insurance proceeds
|
0
|
33
|
MI Claim Date
|
19000100
|
34
|
MI Claim Amount
|
0
|
35
|
MI Response Date
|
19000100
|
28
|
Mortgage Insurance proceeds
|
0
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-52
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
29
|
T & I escrow account balances, if positive
|
0
|
30
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
205000
|
|
31
|
Loss Amount
|
108550
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-53
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month
|
20090531
|
2
|
Loan
no
:
|
138554
|
3
|
Interest Paid-to-Date
|
20080430
|
4
|
Foreclosure sale date
|
20090115
|
5
|
Liquidation date
|
20090412
|
6
|
Note Interest rate
|
0,04000
|
10
|
Valuation Date
|
20081215
|
11
|
Valuation Amount
|
210000
|
12
|
Valuation Type (INT, EXTP, AVM, BPO, DA,
DB,
FA, PAU and TV)
|
EXT
|
Foreclosure_Loss calculation
|
||
16
|
NPV of projected cash flows at loan mod
|
285000
|
17
|
Less: Post modification principal payments
|
2500
|
Plus:
|
||
19
|
Attorneys' fees
|
0
|
20
|
Foreclosure costs, including titre search, tiling fees, advertising, etc.
|
500
|
21
|
Property protection costs, maint. and repairs
|
7000
|
22
|
Tax and insurance advances
|
2000
|
Other Advances
|
||
23
|
Appraisal/Broker's Price Opinion fees
|
|
24
|
Inspections
|
0
|
25
|
Other
|
0
|
Gross balance recoverable by Assuming Institution
|
292000
|
|
Cash Recoveries
:
|
||
26
|
Net liquidation proceeds (from HUD-1 settl stmt)
|
201000
|
27
|
Hazard Insurance proceeds
|
0
|
33
|
MI Claim Date
|
19000100
|
34
|
MI Claim Amount
|
0
|
35
|
MI Response Date
|
19000100
|
28
|
Mortgage Insurance proceeds
|
0
|
29
|
T & I escrow account balances, if positive
|
0
|
30
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
201000
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-54
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
31
|
Loss Amount
|
91000
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-55
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Notes to
Exhibits 2c
(Foreclosure)
|
||
1.
|
The data shown are for illustrative purposes.
|
|
2.
|
The Covered Loss is the difference between the gross balance recoverable by Assuming Institution and the total cash recovery. There are three methods of calculation for Foreclosure Loss, depending upon the circumstance:
|
|
a.
|
Use
Exhibit 2c(1)
for loans written down to book value prior to bank failure(based on the loan balance specified on
Schedule 4.15A
) less any post closing principal payments.
|
|
b.
|
If a Restructuring Loss was submitted prior to the foreclosure liquidation, use
Exhibit 2c(3)
. This version uses the Net Present Value (NPV) of the modified loan as the starting point for the Covered Loss less post modification principal payments.
|
|
c.
|
Otherwise, use
Exhibit 2c(2)
. The unpaid balance of the loan as of the last payment date is the starting point for this Foreclosure Loss calculation.
|
|
3.
|
The gross balance recoverable by the Assuming Institution (shown after line 25) is calculated as: line 13 minus line 14 plus lines 19-25 for
Exhibit 2c(1)
, the sum of lines 15, 18-25 for
Exhibit 2c(2)
, line 13 minus line 14 plus lines 19-25 for
Exhibit 2c(3)
.
|
|
4.
|
For all
Exhibits 2c
, the Assuming Institution's (or Third Party Servicer's) reasonable and customary out-of-pocket costs paid to either a third party or an Affiliate for foreclosure, property protection and maintenance costs, repairs, assessments, taxes, insurance and similar items are treated as part of the gross recoverable balance, to the extent they are not paid from funds in the borrower's escrow account, and are limited to amounts specified in Federal National Mortgage Association or Federal Home Loan Mortgage Corporation guidelines (as in effect from time to time).
|
|
5.
|
The total cash recovery is calculated as the sum of lines 26-30, 33-35 for all
Exhibits 2c
and is shown after line 30.
|
|
6.
|
Reasonable and customary third party attorneys' fees and expenses incurred by or on behalf of the Assuming Institution in connection with any enforcement procedures, or otherwise with respect to such loan, are reported under attorneys' fees.
|
|
7.
|
Do not include late fees, prepayment penalties or any similar lender fees or charges by the Failed Bank or the Assuming Institution to the loan account, any allocation of the Assuming Institution's servicing costs, or any allocations of the Assuming Institution's general and administrative (G&A) or other operating costs.
|
|
8.
|
Net liquidation proceeds are gross of any claimed amounts and Accrued Interest amounts.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-56
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
9.
|
If
Exhibit 2c(1)
, or
2c(3)
is used, then no Accrued Interest may be included as a Covered Loss. Otherwise, the amount of Accrued Interest that may be included as a Covered Loss is limited to the minimum of:
|
|
a.
|
ninety (90) days;
|
|
b.
|
the number of days that the loan is delinquent when the property was sold; or
|
|
c.
|
the number of days between the resolution date and the date when the property was sold.
|
|
To calculate Accrued Interest, apply the note interest rate that would have been in effect if the loan were performing to the principal balance after application of the last payment made by the borrower.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-57
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month:
|
20090531
|
2
|
Loan*
|
58776
|
3
|
Interest paid-to-dale
|
20081201
|
4
|
Charge-Off Date
|
20090531
|
5
|
Note Interest rate
|
0.03500
|
6
|
Occupancy
|
Owner
|
If owner occupied:
|
||
7
|
Household current annual income
|
0
|
8
|
Valuation Date
|
20090402
|
9
|
Valuation Amount
|
230000
|
10
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
BPO
|
11
|
Balance of superior liens
|
300000
|
Charge-Off Loss calculation
|
||
12
|
Loan Principal balance
|
55000
|
13
|
Charge-off amount (principal only)
|
55000
|
Plus:
|
||
14
|
Accrued Interest, limited to 90 days
|
481
|
15
|
Attorneys' fees
|
0
|
16
|
Foreclosure costs, including title search, filing fees, advertising, etc.
|
250
|
Property protection costs, maint., repairs and any costs or
|
||
17
|
expenses relating to environmental conditions
|
0
|
18
|
Tax and Insurance advances
|
0
|
Other Advances
|
||
19
|
Appraisal/Broker's Price Opinion fees
|
75
|
20
|
Inspections
|
0
|
21
|
Other
|
0
|
Gross balance recoverable by Assuming Institution
|
55806
|
|
22
|
Foreclosure sale proceeds
|
0
|
23
|
Hazard Insurance proceeds
|
0
|
31
|
MI Claim Date
|
19000100
|
32
|
MI Claim Amount
|
|
33
|
MI Response Date
|
19000100
|
24
|
Mortgage Insurance proceeds
|
0
|
25
|
Tax overage
|
|
26
|
First lien payoff
|
1500
|
27
|
Other credits, if any (itemize)
|
0
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-58
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Total Cash Recovery
|
1500
|
|
28
|
Loss Amount
|
54306
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-59
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-60
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
(1)
|
This example assumes that the FDIC loan modification program as shown in Exhibit 5 is applied and the loan restructuring does not result in a reduction in the loan principal balance due from the borrower.
|
(2)
|
This proof calculation is provided to illustrate the concept and the Assuming Institution is not required to provide this with its Recovery calculations.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-61
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Notes to
Exhibits 2d
(Charge-Off)
|
||
1.
|
The data shown are for illustrative purposes.
|
|
2.
|
The Covered Loss is the difference between the gross loss recoverable by Assuming Institution and the total cash recovery. The gross balance recoverable by the Assuming Institution is calculated as the charge-off amount plus permissible third party fees (sum of lines 13-21). If a charge-off occurred prior to bank failure, the charge-off amount is limited to the loan balance specified on
Schedule 4.15A
less post closing principal payments. Otherwise the charge-off amount is limited to the outstanding principal balance at the time of the last payment made.
|
|
3.
|
For all
Exhibits 2d
, the Assuming Institution's (or Third Party Servicer's) reasonable and customary out-of-pocket costs paid to either a third party or an Affiliate for foreclosure, property protection and maintenance costs, repairs, assessments, taxes, insurance and similar items are treated as part of the gross recoverable balance, to the extent they are not paid from funds in the borrower's escrow account, and are limited to amounts specified in Federal National Mortgage Association or Federal Home Loan Mortgage Corporation guidelines (as in effect from time to time).
|
|
4.
|
The total cash recovery is calculated as the sum of lines 23-27, and is shown after line 27.
|
|
5.
|
Reasonable and customary attorneys' fees and expenses incurred by or on behalf of the Assuming Institution in connection with any enforcement procedures, or otherwise with respect to such loan, are reported under attorneys' fees.
|
|
6.
|
Do not include late fees, prepayment penalties, or any similar lender fees or charges by the Failed Bank or the Assuming Institution to the loan account, any allocation of the Assuming Institution's servicing costs or any allocations of the Assuming Institution's general and administrative (G&A) or other operating costs.
|
|
7.
|
If a Charge-Off occurred prior to bank failure, no Accrued Interest may be claimed. Otherwise, the amount of Accrued Interest that may be included as a Covered Loss is limited to the minimum of:
|
|
a.
|
ninety (90) days;
|
|
b.
|
the number of days that the loan is delinquent when the Charge-Off occurred; or
|
|
c.
|
the number of days between the resolution date and the Charge-Off date.
|
|
To calculate Accrued Interest, apply the note interest rate that would have been in effect if the loan were performing to the principal balance after application of the last payment made by the borrower.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-62
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1 |
Shared-Loss Month
|
20100930
|
22
|
FDIC Asset ID:
|
4587999
|
2
|
Loan No:
|
|
7
|
Valuation Date
|
20100330
|
8
|
Valuation Amount
|
250000
|
9
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
INT
|
10
|
Delinquency Status
|
F
|
Loan Sale Loss calculation
|
||
11
|
Net Book Value per Schedule 4.15A
|
250000
|
12
|
Less: Post closing principal payments
|
1000
|
Gross balance recoverable by Assuming Institution
|
249000
|
|
Cash
Recoveries
:
|
||
3
|
Sale Data
|
20100920
|
4
|
Gross Sale Proceeds
|
220000
|
16
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
220000
|
|
5
|
Loss Amount
|
29000
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-63
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month
|
20100930
|
21
|
FDIC Loan ID:
|
8877050
|
2
|
Loan No:
|
|
7
|
Valuation Date
|
20100330
|
8
|
Valuation Amount
|
210000
|
9
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
INT
|
10
|
Delinquency Status
|
F
|
Loan Sale Loss calculation
|
||
13
|
UPB
|
285000
|
Gross balance recoverable by Assuming Institution
|
285000
|
|
Cash Recoveries
:
|
||
3
|
Sale Date
|
20100920
|
4
|
Gross Sale Proceeds
|
200000
|
16
|
Other credits, if any (itemize)
|
0
|
Total Cash Recovery
|
200000
|
|
5
|
Loss Amount
|
85000
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-64
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1
|
Shared-Loss Month
|
20100930
|
21
|
FDIC Loan ID:
|
222512
|
2
|
Loan No:
|
|
7
|
Valuation Date
|
20100330
|
8
|
Valuation Amount
|
230000
|
9
|
Valuation Type (INT, EXTP, AVM, BPO, DA, DB, FA, PAU and TV)
|
INT
|
10
|
Delinquency Status
|
F
|
Loan Sale Loss calculation
|
||
14
|
NPV of projected cash flows at loan mod
|
265000
|
15
|
Less: Post modification principal payments
|
2500
|
Gross balance recoverable by Assuming Institution
|
262500
|
|
Cash Recoveries
:
|
||
3
|
Sale Date
|
20100920
|
4
|
Gross Sale Proceeds
|
205000
|
16
|
Other credits, if any (itemize)
|
|
Total Cash Recovery
|
205000
|
|
5
|
Loss Amount
|
57500
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-65
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Notes to
Exhibits 2e
(Loan Sale)
|
||
1.
|
The data shown are for illustrative purposes.
|
|
2.
|
The Covered Loss is the difference between the outstanding loan balance and the gross sales proceeds. There are three methods of calculation for Loan Sale Loss, depending upon the circumstances:
|
|
a.
|
Use
Exhibit 2e(1)
for loans written down to book value prior to bank failure (based on the loan balance specified on
Schedule 4.15A
) less any post-closing principal payments.
|
|
b.
|
If a Restructuring Loss was submitted prior to the loan sale, use
Exhibit 2e(3)
. This version uses the Net Present Value (NPV) of the modified loan as the starting point for the Covered Loss less post modification principal payments.
|
|
c.
|
Otherwise, use
Exhibit 2e(2)
. The unpaid balance of the loan as of the last payment date is the starting point for this Loan Sale Loss calculation.
|
|
3.
|
All loan sales require FDIC approval.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-66
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
X
|
=
|
A-(B+C-FD)
|
2
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-67
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
POOL SUMMARY
|
||
#
|
$
|
|
Loans at Sale Date
|
xx
|
xx
|
Loans as of this month-end
|
xx
|
xx
|
Percent of Total
|
|||||||
PORTFOLIO PERFORMANCE STATUS
|
#
|
$
|
#
|
||||
Current
|
|||||||
30 — 59 days past due
|
|||||||
60 — 89 days past due
|
|||||||
90 — 119 days past due
|
|||||||
120 and over days past due
|
|||||||
In foreclosure
|
|||||||
ORE
|
|||||||
Total
|
|||||||
Memo Item
:
|
|||||||
Loans in process of restructuring — total
|
|||||||
Loans in bankruptcy
|
|||||||
Loans in process of restructuring by delinquency status
|
|||||||
Current
|
|||||||
30 - 59 days past due
|
|||||||
60 - 89 days past due
|
|||||||
90 - 119 days past due
|
|||||||
120 and over days past due In foreclosure
|
|||||||
Total
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-68
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Loan #
|
Principal
Balance
|
Loan #
|
Principal
Balance
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-69
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
BANK RECEIVING WIRE
|
||
9 DIGIT ABA ROUTING NUMBER
|
||
ACCOUNT NUMBER
|
||
NAME OF ACCOUNT
|
||
ATTENTION TO WHOM
|
||
PURPOSE OF WIRE
|
||
FDIC RECEIVER WIRING INSTRUCTIONS
|
||
BANK RECEIVING WIRE
|
||
SHORT NAME
|
||
ADDRESS OF BANK RECEIVING WIRE
|
||
9 DIGIT ABA ROUTING NUMBER
|
||
ACCOUNT NUMBER
|
||
NAME OF ACCOUNT
|
||
ATTENTION TO WHOM
|
||
PURPOSE OF WIRE
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-70
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
|
·
|
The collateral securing the mortgage loan is owner-occupied and the owner's primary residence; and
|
|
·
|
The mortgagee has a first priority lien on the collateral; and
|
|
·
|
Either the borrower is at least 60 days delinquent or a default is reasonably foreseeable.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-71
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
|
1.
|
Reduce the interest rate to the then current Primary Mortgage Market Survey
®
(PMMS) for 30-year fixed-rate loans, and adjust the term to 30 years.
|
2.
|
If the DTI Ratio is still in excess of 31%, reduce the interest rate further, but no lower than 3%, until the DTI ratio of 31% is achieved, for a period of five (5) years.
|
|
3.
|
If the DTI Ratio is still in excess of 31% after adjusting the interest rate to 3%, extend the remaining term of the loan by 10 years.
|
|
4.
|
If the DTI Ratio is still in excess of 31%, calculate a new monthly payment (the
“Adjusted Payment Amount”
) that will result in the borrower's monthly DTI Ratio not exceeding 31%. After calculating the Adjusted Payment Amount, the lender shall bifurcate the Capitalized Balance into two portions — the amortizing portion and the non-amortizing portion. The amortizing portion of the Capitalized Balance shall be the mortgage amount that will fully amortize over a 40-year term at an annual interest rate of 3% and monthly payments equal to the Adjusted Payment Amount. The non-amortizing portion of the Capitalized Balance shall be the difference between the Capitalized Balance and the amortizing portion of the Capitalized Balance. If the amortizing portion of the Capitalized Balance is less than 75% of the current estimated value of the collateral, then the lender may choose not to restructure the loan. If the lender chooses to restructure the loan, then the lender shall forbear on collecting the non-amortizing portion of the Capitalized Balance, and such amount shall be due and payable only upon the earlier of (i) maturity of the modified loan, (ii) a sale of the property or (iii) a pay-off or refinancing of the loan. No interest shall be charged on the non-amortizing portion of the Capitalized Balance, but repayment shall be secured by a first lien on the collateral.
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-72
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-73
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
1.
|
Property type
|
2.
|
Lien Status
|
3.
|
Original loan amount
|
4.
|
Documentation
|
5.
|
Original Credit Score
|
6,
|
Original LTV
|
7.
|
Original combined LTV
|
8.
|
Original front-end DTI
|
9.
|
Original back-end DTI
|
10.
|
Negative Amortization cap
|
11.
|
Property city
|
12.
|
Property state
|
13.
|
Property street address
|
14.
|
Property zip
|
15.
|
Maturity date
|
16.
|
MI Coverage
|
17.
|
Occupancy
|
18.
|
Interest rate type
|
19.
|
Product Type
|
20.
|
Loan amortization type
|
21.
|
Lookback
|
22.
|
Interest Rate Spread
|
23.
|
Interest rate index
|
24.
|
Lifetime Interest Rate Cap
|
25.
|
Interest rate floor
|
26.
|
First interest cap
|
27.
|
Periodic interest rate cap
|
28.
|
Periodic interest floor
|
29.
|
Payment Adjustment Cap
|
30.
|
Outstanding Unpaid Principal Balance
|
31.
|
Interest rate
|
32.
|
Interest Paid to Date
|
33.
|
Next payment due date
|
34.
|
Scheduled Principal and Interest Amount
|
35.
|
Escrow Taxes and Insurance Payment
|
36.
|
Escrow balance
|
37.
|
Next interest rate reset date
|
38.
|
Next payment reset date
|
39.
|
Rate reset period
|
40.
|
Payment reset period
|
41.
|
Payment History
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-74
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
42.
|
Exceptional Loan Status
|
43.
|
Valuation date
|
44.
|
Valuation amount
|
45.
|
Valuation Type
|
46.
|
Household income
|
47.
|
Current Credit Score
|
48.
|
HELOC Maximum Draw Amount
|
49.
|
HELOC Draw Period End Date
|
50.
|
Superior Lien Balance
|
51.
|
FDIC Asset ID
|
52.
|
Origination Date
|
53.
|
Last Renewal Date
|
54.
|
Number of Renewals
|
55.
|
Guarantor
|
56.
|
Nonaccrual
|
57.
|
Last Payment Date
|
58.
|
LSBO
|
59.
|
Undisbursed Commitment availability
|
60.
|
Credit Line Status
|
61.
|
HELOC Amount Advanced
|
Non-Single Family Active Loan Listing
|
|
1.
|
Borrower ID
|
2.
|
Short Name
|
3.
|
Long Name
|
4.
|
Address line 1
|
5.
|
Address line 2
|
6.
|
Address line 3
|
7.
|
City
|
8.
|
State
|
9.
|
Zip Code
|
10.
|
Taxpayer ID
|
11.
|
Business Type
|
12.
|
Relationship Name
|
13.
|
Relationship ID
|
14.
|
Credit Score
|
15.
|
Stock symbol
|
16.
|
Out of Territory
|
17.
|
Insiders and Employees
|
18.
|
Lending Division
|
19.
|
Lending Officer
|
20.
|
Branch ID
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-75
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
21.
|
Note number
|
22.
|
Balance outstanding
|
23.
|
Undisbursed Commitment availability
|
24.
|
Original Amount
|
25.
|
Origination Date
|
26.
|
Last renewal date
|
27.
|
Maturity Date
|
28.
|
Last extension date
|
29.
|
Number of renewals
|
30.
|
Number of extensions
|
31.
|
Note purpose
|
32.
|
Collateral Code
|
33.
|
Interest Rate
|
34.
|
Interest Rate Index
|
35.
|
Interest Rate Spread
|
36.
|
Interest earned not collected
|
37.
|
Borrower's internal rating
|
38.
|
Borrower's rating date
|
39.
|
Note risk rating
|
40.
|
Note balance rated pass
|
41.
|
Note balance rated special mention
|
42.
|
Note balance rated substandard
|
43.
|
Note balance rated doubtful
|
44.
|
Charge off amount
|
45.
|
Specific Reserve
|
46.
|
Shared National Credit
|
47.
|
Guarantor
|
48.
|
Days Past Due
|
49.
|
Interest paid-to date
|
50.
|
Nonaccrual
|
51.
|
Times Past Due 30 59
|
52.
|
Times Past Due 60 89
|
53.
|
Times Past Due 90+
|
54.
|
Loan Type
|
55.
|
FFIEC Code
|
56.
|
Participation indicator
|
57.
|
Amount Sold
|
58.
|
Participation Sold Original Amount
|
59.
|
Collateral description
|
60.
|
Loan for sale
|
61.
|
Next due date
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-76
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
62.
|
Payment frequency
|
63.
|
Variable Rate
|
64.
|
Periodic Interest Rate Cap
|
65.
|
Interest Rate Reset Interval
|
66.
|
Lifetime Interest Rate Cap
|
67.
|
Troubled Debt Restructured
|
68.
|
Amortizing/Non-amortizing status
|
69.
|
Payment amount
|
70.
|
Last Payment Date
|
71.
|
Capitalized Interest
|
72.
|
Number of payments in contract
|
73.
|
Collateral Value
|
74.
|
Collateral Valuation/Appraisal Date
|
75.
|
Lien Status
|
76.
|
Block Numbering Area or Census Tract
|
77.
|
MSA Code
|
78.
|
Dealer Code
|
79.
|
Dealer Reserve Balance
|
80.
|
Escrow Balance
|
81.
|
Co-maker/Joint-maker
|
82.
|
Late Charges
|
83.
|
FDIC Asset ID
|
84.
|
FDIC Asset Type
|
85.
|
Share-Loss Quarter
|
86.
|
Collateral Property street address
|
87.
|
Collateral Property city
|
88.
|
Collateral Property state
|
89.
|
Collateral Property zip
|
90.
|
Payment reset period
|
91.
|
First payment date
|
92.
|
Interest rate floor
|
93.
|
First interest cap
|
94.
|
Original LTV
|
95.
|
Original combined LTV
|
96.
|
Next interest rate reset date
|
97.
|
Exceptional Loan Status
|
98.
|
Valuation Type
|
99.
|
Superior Loan Balance
|
100.
|
Modification
|
101.
|
Other Adjustments
|
102.
|
Assumed Commitment Advances
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-77
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
103.
|
Permitted Advances
|
104.
|
Capital Expenditures
|
105.
|
Interest Reserve
|
106.
|
Net Operating Income
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-78
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Single Family Shared-Loss Agreement
February 21, 2012
|
SF-79
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
ARTICLE 1. GENERAL
|
1
|
5.6
|
Accounting Principles
|
21
|
||
5.7
|
Records and Reports
|
22
|
||||
1.1
|
Purpose
|
1
|
||||
1.2
|
Relationship with Purchase and Assumption
|
ARTICLE 6. MISCELLANEOUS
|
22
|
|||
Agreement
|
1
|
|||||
1.3
|
Defined Terms
|
1
|
6.1
|
Expenses
|
22
|
|
6.2
|
Successors and Assigns
|
22
|
||||
ARTICLE 2. SHARED-LOSS ARRANGEMENT
|
1
|
6.3
|
Waiver of Jury Trial
|
23
|
||
6.4
|
No Third Party Beneficiary
|
23
|
||||
2.1
|
Accounting for and Management of Shared-Loss
|
6.5
|
Consent, Determination or Discretion
|
23
|
||
Assets
|
1
|
6.6
|
Rights Cumulative
|
23
|
||
2.2
|
Payments with Respect to Shared-Loss Assets
|
2
|
6.7
|
References
|
24
|
|
2.3
|
Payments Applicable to Shared-Loss Quarters
|
2
|
6.8
|
Notice
|
24
|
|
2.4
|
Payments Applicable to Recovery Quarters
|
3
|
||||
2.5
|
True-Up Payment and Calculation
|
4
|
ARTICLE 7. DISPUTE RESOLUTION
|
25
|
||
2.6
|
Limitation on Payments
|
4
|
||||
2.7
|
Expenses
|
5
|
7.1
|
Methods of Resolution
|
25
|
|
2.8
|
Permitted Advances and Amendments
|
8
|
7.2
|
Informal Resolution
|
25
|
|
2.9
|
Recovery
|
9
|
7.3
|
Resolution by Non-Binding Dispute Resolution
|
||
2.10
|
Treatment as a Shared-Loss Asset
|
12
|
Proceeding
|
25
|
||
2.11
|
Receiver’s Option to Purchase
|
13
|
7.4
|
Confidentiality of Compromise Negotiations
|
25
|
|
7.5
|
Payment Resulting from Compromise
|
|||||
ARTICLE 3. ADMINISTRATION OF SHARED-
|
Negotiations
|
25
|
||||
LOSS ASSETS
|
14
|
7.6
|
Formal Resolution
|
25
|
||
7.7
|
Limitation on FDIC Party
|
26
|
||||
3.1
|
Management Standards Regarding Administration
|
14
|
7.8
|
Effectiveness of Agreement Pending Dispute
|
26
|
|
3.2
|
Assuming Institution’s Responsibilities and Duties
|
14
|
7.9
|
Governing Rules and Law
|
27
|
|
3.3
|
Third Party Servicers and Affiliates
|
16
|
7.10
|
Review Board Proceedings
|
27
|
|
3.4
|
Utilization by Assuming Institution of Special
|
7.11
|
Impartiality
|
28
|
||
Receivership Powers
|
17
|
7.12
|
Schedule
|
29
|
||
3.5
|
Tax Ruling
|
17
|
7.13
|
Written Award
|
29
|
|
7.14
|
Interest Rate on Award
|
29
|
||||
ARTICLE 4. SALE OF CERTAIN SHARED-LOSS
|
7.15
|
Payments
|
29
|
|||
ASSETS
|
17
|
7.16
|
Fees, Costs and Expenses
|
29
|
||
7.17
|
Binding and Conclusive Nature
|
29
|
||||
4.1
|
Sales of Shared-Loss Assets
|
17
|
7.18
|
No Precedent
|
30
|
|
4.2
|
Calculation of Gain or Loss on Sale
|
18
|
7.19
|
Confidentiality; Proceedings, Information and
|
||
4.3
|
Sale of ORE, Additional ORE or Subsidiary ORE
|
18
|
Documents
|
30
|
||
7.20
|
Confidentiality of Arbitration Award
|
30
|
||||
ARTICLE 5. CERTIFICATES, REPORTS AND
|
7.21
|
Extension of Time Periods
|
30
|
|||
RECORDS
|
18
|
7.22
|
Venue
|
30
|
||
5.1
|
Reporting Obligations of the Assuming Institution
|
18
|
ARTICLE 8. DEFINITIONS
|
30
|
||
5.2
|
Quarterly Certificates
|
18
|
||||
5.3
|
Notification of Certain Transactions
|
20
|
||||
5.4
|
Notification of Related Loans
|
20
|
||||
5.5
|
Auditor’s Report; Right to Audit
|
20
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-i
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Page
|
||
True-Up
|
Exhibit 2.5
|
38
|
Exclusion from Reimbursable Expenses
|
Exhibit 2.7
|
39
|
Interest Income as a Recovery
|
Exhibit 2.9
|
40
|
Form of Quarterly Certificates
|
Exhibit 5.2
|
41
|
Page
|
||
Loans Subject to Loss-Sharing under the Commercial Shared-Loss Agreement
|
Schedule 4.15B
|
45
|
Shared-Loss Subsidiaries
|
Schedule 4.15D
|
46
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-ii
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-1
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-2
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-3
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-4
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-5
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-6
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-7
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-8
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-9
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-10
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-11
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-12
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-13
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-14
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-15
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-16
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-17
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-18
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-19
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-20
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-21
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-22
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-23
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-24
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-25
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-26
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-27
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-28
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-29
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-30
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-31
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-32
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-33
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-34
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-35
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-36
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-37
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
X
|
=
|
A-(B+C+D)
|
2
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-38
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
X
|
=
|
E
|
*
|
[1- (A+B+C)]
|
(A+B+D)
|
[1-
|
(A+B+C)]
|
(A+B+D)
|
is a negative number, the value of:
|
(A+B+C)
|
(A+B+D)
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-39
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-40
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-41
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-42
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-43
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-44
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-45
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
Module 1 - Whole Bank w/ Optional Shared Loss Agreements
Version 4.1 -
Commercial Shared-Loss Agreement
February 21, 2012
|
C-46
|
Inter Savings Bank, FSB
Maple Grove, Minnesota
|
I, Joseph W. Turner, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Great Southern Bancorp, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
|
5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
|
a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: May 10, 2012
|
/s/ Joseph W. Turner
|
Joseph W. Turner
|
President and Chief Executive Officer
|
I, Rex A. Copeland, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Great Southern Bancorp, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
|
5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
|
a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: May 10, 2012
|
/s/ Rex A. Copeland
|
Rex A. Copeland
|
Treasurer
|
Dated: May 10, 2012
|
/s/ Joseph W. Turner
|
Joseph W. Turner
|
|
President and Chief Executive Officer
|
|
Dated: May 10, 2012
|
/s/ Rex A. Copeland
|
Rex A. Copeland
|
|
Treasurer
|