x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Maryland
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90-0947148
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
|
|
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1233 O.G. Skinner Drive, West Point, Georgia
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31833
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(Address of Principal Executive Offices)
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(Zip Code)
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Large accelerated filer
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o
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Accelerated filer
|
x
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Non-accelerated filer
|
o
(Do not check if smaller reporting company)
|
Smaller reporting company
|
o
|
|
|
Emerging growth company
|
o
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
o
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Page No.
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June 30, 2018
|
|
September 30, 2017
(1)
|
||||
Assets
|
|||||||
Cash and amounts due from depository institutions
|
$
|
20,328,705
|
|
|
$
|
25,455,465
|
|
Interest-earning deposits in other financial institutions
|
150,570,173
|
|
|
126,882,924
|
|
||
Cash and cash equivalents
|
170,898,878
|
|
|
152,338,389
|
|
||
Loans held for sale, fair value of $1,998,594 and $1,998,988
|
1,965,657
|
|
|
1,961,185
|
|
||
Certificates of deposit held at other financial institutions
|
4,027,270
|
|
|
7,514,630
|
|
||
Investment securities available for sale
|
157,232,405
|
|
|
183,789,821
|
|
||
Federal Home Loan Bank stock
|
4,075,200
|
|
|
4,054,400
|
|
||
Restricted securities, at cost
|
279,000
|
|
|
279,000
|
|
||
Loans receivable
|
1,164,306,803
|
|
|
1,161,519,752
|
|
||
Unamortized loan origination fees, net
|
(1,284,342
|
)
|
|
(1,165,148
|
)
|
||
Allowance for loan losses
|
(11,496,661
|
)
|
|
(11,078,422
|
)
|
||
Loans receivable, net
|
1,151,525,800
|
|
|
1,149,276,182
|
|
||
Other real estate owned
|
227,531
|
|
|
1,437,345
|
|
||
Accrued interest and dividends receivable
|
4,354,702
|
|
|
4,197,708
|
|
||
Premises and equipment, net
|
28,857,528
|
|
|
29,578,513
|
|
||
Goodwill
|
39,347,378
|
|
|
39,347,378
|
|
||
Other intangible assets, net of amortization
|
3,064,830
|
|
|
3,614,833
|
|
||
Cash surrender value of life insurance
|
54,546,197
|
|
|
53,516,317
|
|
||
Deferred income taxes
|
3,876,928
|
|
|
5,970,282
|
|
||
Other assets
|
1,555,998
|
|
|
3,282,577
|
|
||
Total assets
|
$
|
1,625,835,302
|
|
|
$
|
1,640,158,560
|
|
Liabilities and Stockholders’ Equity
|
|||||||
Liabilities:
|
|
|
|
||||
Deposits
|
$
|
1,317,738,045
|
|
|
$
|
1,339,143,287
|
|
Short-term borrowings
|
5,010,175
|
|
|
—
|
|
||
Long-term borrowings
|
55,000,925
|
|
|
60,023,100
|
|
||
Floating rate junior subordinated debt
|
6,827,470
|
|
|
6,724,646
|
|
||
Advance payments by borrowers for taxes and insurance
|
2,366,262
|
|
|
2,956,441
|
|
||
Other liabilities
|
14,485,773
|
|
|
17,112,581
|
|
||
Total liabilities
|
1,401,428,650
|
|
|
1,425,960,055
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Common stock, $0.01 par value; 15,262,472 shares issued and outstanding at June 30, 2018 and 15,115,883 shares issued and outstanding at September 30, 2017
|
152,625
|
|
|
151,159
|
|
||
Preferred stock, $0.01 par value; 50,000,000 shares authorized at June 30, 2018 and September 30, 2017
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
86,569,306
|
|
|
85,651,391
|
|
||
Unearned compensation – ESOP
|
(4,192,308
|
)
|
|
(4,673,761
|
)
|
||
Retained earnings
|
145,268,886
|
|
|
134,207,368
|
|
||
Accumulated other comprehensive loss
|
(3,391,857
|
)
|
|
(1,137,652
|
)
|
||
Total stockholders’ equity
|
224,406,652
|
|
|
214,198,505
|
|
||
Total liabilities and stockholders’ equity
|
$
|
1,625,835,302
|
|
|
$
|
1,640,158,560
|
|
(1)
|
Financial information at
September 30, 2017
has been derived from audited financial statements.
|
|
Three Months Ended
June 30, |
|
Nine Months Ended
June 30, |
||||||||||||
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2018
|
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2017
|
|
2018
|
|
2017
|
||||||||
Interest income:
|
|
|
|
|
|
|
|
||||||||
Loans receivable
|
$
|
15,168,739
|
|
|
$
|
12,276,095
|
|
|
$
|
45,043,315
|
|
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$
|
36,749,414
|
|
Taxable investment securities
|
1,021,648
|
|
|
1,036,572
|
|
|
3,081,621
|
|
|
3,236,212
|
|
||||
Nontaxable investment securities
|
3,274
|
|
|
4,571
|
|
|
9,822
|
|
|
13,714
|
|
||||
Federal Home Loan Bank stock
|
57,813
|
|
|
39,913
|
|
|
161,744
|
|
|
119,432
|
|
||||
Interest-earning deposits in other financial institutions
|
612,023
|
|
|
235,928
|
|
|
1,459,216
|
|
|
560,055
|
|
||||
Certificates of deposit held at other financial institutions
|
17,079
|
|
|
30,953
|
|
|
62,714
|
|
|
112,357
|
|
||||
Restricted securities
|
3,481
|
|
|
2,855
|
|
|
9,779
|
|
|
8,107
|
|
||||
Total interest income
|
16,884,057
|
|
|
13,626,887
|
|
|
49,828,211
|
|
|
40,799,291
|
|
||||
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Deposits
|
1,596,469
|
|
|
1,182,649
|
|
|
4,534,057
|
|
|
3,506,425
|
|
||||
Borrowings
|
367,493
|
|
|
327,790
|
|
|
1,102,532
|
|
|
1,077,644
|
|
||||
Floating rate junior subordinated debt
|
149,807
|
|
|
129,051
|
|
|
427,674
|
|
|
373,473
|
|
||||
Total interest expense
|
2,113,769
|
|
|
1,639,490
|
|
|
6,064,263
|
|
|
4,957,542
|
|
||||
Net interest income
|
14,770,288
|
|
|
11,987,397
|
|
|
43,763,948
|
|
|
35,841,749
|
|
||||
Provision for loan losses
|
—
|
|
|
—
|
|
|
(350,000
|
)
|
|
(900,000
|
)
|
||||
Net interest income after provision for loan losses
|
14,770,288
|
|
|
11,987,397
|
|
|
44,113,948
|
|
|
36,741,749
|
|
||||
Noninterest income:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Service charges on deposit accounts
|
2,097,870
|
|
|
1,972,205
|
|
|
6,194,239
|
|
|
5,560,729
|
|
||||
Bankcard fees
|
1,690,450
|
|
|
1,443,151
|
|
|
4,692,182
|
|
|
4,092,195
|
|
||||
Gain on investment securities available for sale
|
—
|
|
|
—
|
|
|
1,074
|
|
|
247,780
|
|
||||
Gain (loss) on sale of other assets held for sale
|
—
|
|
|
—
|
|
|
265,806
|
|
|
(38,528
|
)
|
||||
Bank owned life insurance
|
338,992
|
|
|
305,709
|
|
|
1,029,880
|
|
|
884,976
|
|
||||
Gain on sale of loans
|
563,567
|
|
|
542,762
|
|
|
1,640,090
|
|
|
1,816,848
|
|
||||
Brokerage commissions
|
216,770
|
|
|
185,674
|
|
|
552,308
|
|
|
576,237
|
|
||||
Recoveries on acquired loans previously covered under FDIC-assisted acquisitions
|
—
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
||||
Other
|
316,557
|
|
|
189,996
|
|
|
1,203,168
|
|
|
778,261
|
|
||||
Total noninterest income
|
5,224,206
|
|
|
4,639,497
|
|
|
15,578,747
|
|
|
14,168,498
|
|
||||
Noninterest expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Salaries and employee benefits
|
7,049,321
|
|
|
6,530,408
|
|
|
20,429,841
|
|
|
18,742,656
|
|
||||
Occupancy
|
1,549,444
|
|
|
1,156,618
|
|
|
4,580,138
|
|
|
3,699,807
|
|
||||
Data processing
|
1,279,244
|
|
|
1,091,208
|
|
|
3,681,398
|
|
|
3,004,137
|
|
||||
Legal and professional
|
293,820
|
|
|
384,240
|
|
|
834,637
|
|
|
1,055,985
|
|
||||
Marketing
|
437,717
|
|
|
383,890
|
|
|
1,245,999
|
|
|
1,152,357
|
|
||||
Federal insurance premiums and other regulatory fees
|
203,648
|
|
|
198,350
|
|
|
699,604
|
|
|
561,106
|
|
||||
Net cost (benefit) of operations of real estate owned
|
8,307
|
|
|
18,079
|
|
|
(40,667
|
)
|
|
(327,365
|
)
|
||||
Furniture and equipment
|
242,536
|
|
|
202,259
|
|
|
787,919
|
|
|
604,696
|
|
||||
Postage, office supplies and printing
|
201,526
|
|
|
224,073
|
|
|
646,850
|
|
|
717,775
|
|
||||
Core deposit intangible amortization expense
|
168,501
|
|
|
117,806
|
|
|
550,003
|
|
|
420,902
|
|
||||
Merger-related expenses
|
843,887
|
|
|
131
|
|
|
1,770,517
|
|
|
131
|
|
||||
Other
|
989,002
|
|
|
790,073
|
|
|
2,687,898
|
|
|
2,504,167
|
|
||||
Total noninterest expenses
|
13,266,953
|
|
|
11,097,135
|
|
|
37,874,137
|
|
|
32,136,354
|
|
||||
Income before income taxes
|
6,727,541
|
|
|
5,529,759
|
|
|
21,818,558
|
|
|
18,773,893
|
|
||||
Income tax expense
|
2,081,428
|
|
|
2,015,909
|
|
|
7,525,933
|
|
|
6,897,581
|
|
||||
Net income
|
$
|
4,646,113
|
|
|
$
|
3,513,850
|
|
|
$
|
14,292,625
|
|
|
$
|
11,876,312
|
|
Basic net income per share
|
$
|
0.32
|
|
|
$
|
0.24
|
|
|
$
|
0.99
|
|
|
$
|
0.83
|
|
Diluted net income per share
|
$
|
0.30
|
|
|
$
|
0.23
|
|
|
$
|
0.94
|
|
|
$
|
0.78
|
|
Weighted average number of common shares outstanding
|
14,544,417
|
|
|
14,353,082
|
|
|
14,490,993
|
|
|
14,293,859
|
|
||||
Weighted average number of common and potential common shares outstanding
|
15,413,155
|
|
|
15,256,623
|
|
|
15,263,528
|
|
|
15,197,400
|
|
|
|
Three Months Ended
June 30, |
|
Nine Months Ended
June 30, |
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Net income
|
|
$
|
4,646,113
|
|
|
$
|
3,513,850
|
|
|
$
|
14,292,625
|
|
|
$
|
11,876,312
|
|
Reclassification adjustment for net gains realized in net income, net of taxes of $0, $0, $312 and $95,643, respectively
|
|
—
|
|
|
—
|
|
|
(762
|
)
|
|
(152,137
|
)
|
||||
Net unrealized holding (losses) gains on investment and mortgage securities available for sale arising during the period, net of taxes of $(155,602), $223,156, $(921,762) and $(1,472,726), respectively
|
|
(380,402
|
)
|
|
354,968
|
|
|
(2,253,442
|
)
|
|
(2,342,626
|
)
|
||||
Comprehensive income
|
|
$
|
4,265,711
|
|
|
$
|
3,868,818
|
|
|
$
|
12,038,421
|
|
|
$
|
9,381,549
|
|
|
Common stock
|
|
Additional paid-in capital
|
|
Unearned compensation ESOP
|
|
Retained earnings
|
|
Accumulated other comprehensive loss
|
|
Total stockholders' equity
|
|||||||||||||||
|
Number of shares
|
|
Amount
|
|
|
|
|
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Balance at September 30, 2017
(1)
|
15,115,883
|
|
|
$
|
151,159
|
|
|
$
|
85,651,391
|
|
|
$
|
(4,673,761
|
)
|
|
$
|
134,207,368
|
|
|
$
|
(1,137,652
|
)
|
|
$
|
214,198,505
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,292,625
|
|
|
—
|
|
|
14,292,625
|
|
||||||
Dividends paid, $0.24 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,475,648
|
)
|
|
—
|
|
|
(3,475,648
|
)
|
||||||
Change in other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,009,664
|
)
|
|
(2,009,664
|
)
|
||||||
Reclassification of tax effects in AOCI resulting from the new federal corporate income tax rate
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
244,541
|
|
|
(244,541
|
)
|
|
—
|
|
||||||
Allocation of ESOP common stock
|
—
|
|
|
—
|
|
|
540,210
|
|
|
481,453
|
|
|
—
|
|
|
—
|
|
|
1,021,663
|
|
||||||
Effect of restricted stock awards
|
—
|
|
|
—
|
|
|
621,149
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
621,149
|
|
||||||
Stock option expense
|
—
|
|
|
—
|
|
|
240,655
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
240,655
|
|
||||||
Issuance of common stock, stock option exercises
|
258,840
|
|
|
2,589
|
|
|
505,964
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
508,553
|
|
||||||
Issuance of common stock, restricted stock
|
22,500
|
|
|
225
|
|
|
(225
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Cancellation of restricted stock
|
(15,000
|
)
|
|
(150
|
)
|
|
150
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Shares of common stock withheld in net settlement upon exercise of stock options
|
(105,387
|
)
|
|
(1,054
|
)
|
|
(727,127
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(728,181
|
)
|
||||||
Repurchase of shares
|
(14,364
|
)
|
|
(144
|
)
|
|
(262,861
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(263,005
|
)
|
||||||
Balance at June 30, 2018
|
15,262,472
|
|
|
$
|
152,625
|
|
|
$
|
86,569,306
|
|
|
$
|
(4,192,308
|
)
|
|
$
|
145,268,886
|
|
|
$
|
(3,391,857
|
)
|
|
$
|
224,406,652
|
|
(1)
|
Financial information at
September 30, 2017
has been derived from audited financial statements.
|
|
|||||||
|
Nine Months Ended June 30,
|
||||||
|
2018
|
|
2017
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
14,292,625
|
|
|
$
|
11,876,312
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Provision for loan losses
|
(350,000
|
)
|
|
(900,000
|
)
|
||
Depreciation and amortization
|
1,594,476
|
|
|
1,305,818
|
|
||
Deferred income tax expense
|
2,915,402
|
|
|
—
|
|
||
Accretion and amortization of premiums and discounts, net
|
625,330
|
|
|
767,008
|
|
||
Accretion of fair value discounts related to acquired loans
|
(1,710,274
|
)
|
|
(1,255,154
|
)
|
||
Gain on sale of loans
|
(1,640,090
|
)
|
|
(1,816,848
|
)
|
||
Proceeds from sale of loans
|
58,927,681
|
|
|
73,225,998
|
|
||
Originations and purchases of loans held for sale
|
(57,519,717
|
)
|
|
(70,907,065
|
)
|
||
Gain on sale of mortgage-backed securities, collateralized mortgage obligations and other investments
|
(1,074
|
)
|
|
(247,780
|
)
|
||
Write down of real estate owned
|
88,674
|
|
|
19,784
|
|
||
Gain on sale of real estate owned
|
(191,202
|
)
|
|
(509,129
|
)
|
||
(Gain) loss on sale of fixed assets
|
(265,806
|
)
|
|
46,556
|
|
||
Restricted stock award expense
|
621,149
|
|
|
596,036
|
|
||
Stock option expense
|
240,655
|
|
|
248,337
|
|
||
Increase in cash surrender value of bank owned life insurance
|
(1,029,880
|
)
|
|
(884,976
|
)
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Increase in accrued interest and dividends receivable
|
(156,994
|
)
|
|
(132,394
|
)
|
||
Decrease (increase) in other assets
|
1,314,233
|
|
|
(24,152
|
)
|
||
(Decrease) increase in other liabilities
|
(1,605,145
|
)
|
|
878,811
|
|
||
Net cash provided by operating activities
|
16,150,043
|
|
|
12,287,162
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Proceeds from sales of investment securities available for sale
|
13,336
|
|
|
2,078,436
|
|
||
Principal collections on investment securities available for sale
|
25,570,967
|
|
|
13,525,105
|
|
||
Purchase of investment securities available for sale
|
(14,874,249
|
)
|
|
(20,335,542
|
)
|
||
Proceeds from maturities or calls of investment securities available for sale
|
12,290,000
|
|
|
19,157,491
|
|
||
Purchase of Federal Home Loan Bank stock
|
(20,800
|
)
|
|
(122,800
|
)
|
||
Net decrease in certificates of deposit held at other financial institutions
|
3,473,000
|
|
|
6,718,000
|
|
||
Net increase in loans receivable
|
(467,634
|
)
|
|
(37,318,650
|
)
|
||
Proceeds from sale of real estate owned
|
1,545,302
|
|
|
2,485,558
|
|
||
Proceeds from sale of premises and equipment
|
905,806
|
|
|
221,483
|
|
||
Purchases of premises and equipment, net of dispositions
|
(323,488
|
)
|
|
(1,188,434
|
)
|
||
Net cash provided by (used in) investing activities
|
28,112,240
|
|
|
(14,779,353
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Repurchase of shares
|
(263,005
|
)
|
|
(1,881
|
)
|
||
Issuance of common stock
|
508,553
|
|
|
594,494
|
|
||
Dividends paid
|
(3,475,648
|
)
|
|
(2,571,839
|
)
|
||
Taxes paid in net settlement of tax obligation upon exercise of stock options
|
(728,181
|
)
|
|
—
|
|
||
Net (decrease) increase in deposits
|
(21,153,334
|
)
|
|
32,671,884
|
|
||
Proceeds from Federal Home Loan Bank advances
|
1,000,000
|
|
|
26,000,000
|
|
||
Principal payments on Federal Home Loan Bank advances
|
(1,000,000
|
)
|
|
(26,000,000
|
)
|
CHARTER FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
continued
|
|||||||
|
Nine Months Ended June 30,
|
||||||
|
2018
|
|
2017
|
||||
Net (decrease) increase in advance payments by borrowers for taxes and insurance
|
(590,179
|
)
|
|
94,048
|
|
||
Net cash (used in) provided by financing activities
|
(25,701,794
|
)
|
|
30,786,706
|
|
||
Net increase in cash and cash equivalents
|
18,560,489
|
|
|
28,294,515
|
|
||
Cash and cash equivalents at beginning of period
|
152,338,389
|
|
|
91,849,499
|
|
||
Cash and cash equivalents at end of period
|
$
|
170,898,878
|
|
|
$
|
120,144,014
|
|
Supplemental disclosures of cash flow information:
|
|
|
|
||||
Interest paid
|
$
|
6,196,430
|
|
|
$
|
5,158,767
|
|
Income taxes paid
|
3,463,059
|
|
|
5,483,170
|
|
||
Supplemental disclosure of noncash activities:
|
|
|
|
||||
Real estate acquired through foreclosure of collateral on loans receivable
|
$
|
232,960
|
|
|
$
|
1,227,365
|
|
Issuance of common stock under stock benefit plan
|
1,021,663
|
|
|
684,018
|
|
||
Unrealized loss on investment securities available for sale, net
|
(2,009,664
|
)
|
|
(2,494,764
|
)
|
Purchase Price:
|
|
|
|
||||
Cash paid to Resurgens shareholders
|
|
|
$
|
25,775,313
|
|
||
|
|
|
|
||||
Fair value of assets acquired:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
31,196,692
|
|
|
|
||
Loans receivable, net
|
128,756,348
|
|
|
|
|||
Federal Home Loan Bank stock
|
569,800
|
|
|
|
|||
Premises and equipment
|
1,507,309
|
|
|
|
|||
Accrued interest and dividends receivable
|
468,900
|
|
|
|
|||
Core deposit intangible
|
1,536,000
|
|
|
|
|||
Bank owned life insurance
|
3,051,900
|
|
|
|
|||
Deferred tax assets
|
393,195
|
|
|
|
|||
Other assets
|
476,458
|
|
|
|
|||
Total assets acquired
|
167,956,602
|
|
|
|
|||
|
|
|
|
||||
Fair value of liabilities assumed:
|
|
|
|
||||
Deposits
|
138,031,166
|
|
|
|
|||
Federal Home Loan Bank advances
|
10,024,100
|
|
|
|
|||
Other borrowings
|
3,250,000
|
|
|
|
|||
Advance payments by borrowers for taxes and insurance
|
47,592
|
|
|
|
|||
Other liabilities
|
382,053
|
|
|
|
|||
Total liabilities assumed
|
$
|
151,734,911
|
|
|
|
||
|
|
|
|
||||
Fair value of net assets acquired
|
|
|
16,221,691
|
|
|||
Goodwill recognized for Resurgens
|
|
|
$
|
9,553,622
|
|
|
June 30, 2018
|
||||||||||||||
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Estimated Fair Value
|
||||||||
Other investment securities:
|
|
|
|
|
|
|
|
||||||||
State and municipal securities
|
$
|
1,569,292
|
|
|
$
|
—
|
|
|
$
|
(12,479
|
)
|
|
$
|
1,556,813
|
|
Collateralized loan obligations
|
43,803,295
|
|
|
41,725
|
|
|
(120,258
|
)
|
|
43,724,762
|
|
||||
Mortgage-backed securities:
|
|
|
|
|
|
|
|
||||||||
FHLMC certificates
|
18,171,186
|
|
|
—
|
|
|
(442,800
|
)
|
|
17,728,386
|
|
||||
FNMA certificates
|
94,749,446
|
|
|
25,971
|
|
|
(3,926,177
|
)
|
|
90,849,240
|
|
||||
GNMA certificates
|
1,026,048
|
|
|
—
|
|
|
(37,304
|
)
|
|
988,744
|
|
||||
Private-label mortgage securities:
(1)
|
|
|
|
|
|
|
|
||||||||
Investment grade
|
371,308
|
|
|
1,016
|
|
|
—
|
|
|
372,324
|
|
||||
Split rating
(2)
|
1,559,834
|
|
|
—
|
|
|
(73,150
|
)
|
|
1,486,684
|
|
||||
Non-investment grade
|
537,422
|
|
|
—
|
|
|
(11,970
|
)
|
|
525,452
|
|
||||
Total
|
$
|
161,787,831
|
|
|
$
|
68,712
|
|
|
$
|
(4,624,138
|
)
|
|
$
|
157,232,405
|
|
(1)
|
Credit ratings are current as of
June 30, 2018
.
|
(2)
|
Bonds with split ratings represent securities with both investment and non-investment grades.
|
|
September 30, 2017
|
||||||||||||||
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Estimated Fair Value
|
||||||||
Other investment securities:
|
|
|
|
|
|
|
|
||||||||
State and municipal securities
|
$
|
2,238,758
|
|
|
$
|
13,177
|
|
|
$
|
(120
|
)
|
|
$
|
2,251,815
|
|
Collateralized loan obligations
|
40,629,368
|
|
|
92,000
|
|
|
(43,692
|
)
|
|
40,677,676
|
|
||||
Mortgage-backed securities:
|
|
|
|
|
|
|
|
||||||||
FHLMC certificates
|
21,657,987
|
|
|
220,228
|
|
|
(123,093
|
)
|
|
21,755,122
|
|
||||
FNMA certificates
|
114,740,214
|
|
|
177,495
|
|
|
(1,926,890
|
)
|
|
112,990,819
|
|
||||
GNMA certificates
|
2,504,334
|
|
|
2,645
|
|
|
(916
|
)
|
|
2,506,063
|
|
||||
Private-label mortgage securities:
|
|
|
|
|
|
|
|
||||||||
Investment grade
|
614,679
|
|
|
—
|
|
|
(23,236
|
)
|
|
591,443
|
|
||||
Split rating
(1)
|
2,337,239
|
|
|
—
|
|
|
(87,569
|
)
|
|
2,249,670
|
|
||||
Non-investment grade
|
790,956
|
|
|
—
|
|
|
(23,743
|
)
|
|
767,213
|
|
||||
Total
|
$
|
185,513,535
|
|
|
$
|
505,545
|
|
|
$
|
(2,229,259
|
)
|
|
$
|
183,789,821
|
|
(1)
|
Bonds with split ratings represent securities with both investment and non-investment grades.
|
|
Amortized Cost
|
|
Estimated Fair Value
|
||||
|
|
|
|
||||
Due within one year
|
$
|
500,751
|
|
|
$
|
500,595
|
|
Due from one year to five years
|
1,068,541
|
|
|
1,056,218
|
|
||
Due after five years
|
43,803,295
|
|
|
43,724,762
|
|
||
Mortgage-backed securities
|
116,415,244
|
|
|
111,950,830
|
|
||
Total
|
$
|
161,787,831
|
|
|
$
|
157,232,405
|
|
|
June 30, 2018
|
||||||||||
|
Amortized Cost
|
|
Gross Unrealized Losses
|
|
Estimated Fair Value
|
||||||
Other investment securities:
|
|
|
|
|
|
||||||
State and municipal securities
|
$
|
1,569,292
|
|
|
$
|
(12,479
|
)
|
|
$
|
1,556,813
|
|
Collateralized loan obligations
|
27,994,494
|
|
|
(120,259
|
)
|
|
27,874,235
|
|
|||
Mortgage-backed securities:
|
|
|
|
|
|
||||||
FHLMC certificates
|
9,123,630
|
|
|
(65,326
|
)
|
|
9,058,304
|
|
|||
FNMA certificates
|
19,911,981
|
|
|
(701,169
|
)
|
|
19,210,812
|
|
|||
GNMA certificates
|
1,026,049
|
|
|
(37,304
|
)
|
|
988,745
|
|
|||
Total
|
$
|
59,625,446
|
|
|
$
|
(936,537
|
)
|
|
$
|
58,688,909
|
|
|
September 30, 2017
|
||||||||||
|
Amortized Cost
|
|
Gross Unrealized Losses
|
|
Estimated Fair Value
|
||||||
Other investment securities:
|
|
|
|
|
|
||||||
State and municipal securities
|
$
|
556,675
|
|
|
$
|
(120
|
)
|
|
$
|
556,555
|
|
Collateralized loan obligations
|
9,173,224
|
|
|
(43,692
|
)
|
|
9,129,532
|
|
|||
Mortgage-backed securities:
|
|
|
|
|
|
||||||
FHLMC certificates
|
10,721,484
|
|
|
(123,093
|
)
|
|
10,598,391
|
|
|||
FNMA certificates
|
46,902,868
|
|
|
(270,060
|
)
|
|
46,632,808
|
|
|||
GNMA certificates
|
1,042,769
|
|
|
(916
|
)
|
|
1,041,853
|
|
|||
Private-label mortgage securities
|
107,879
|
|
|
(211
|
)
|
|
107,668
|
|
|||
Total
|
$
|
68,504,899
|
|
|
$
|
(438,092
|
)
|
|
$
|
68,066,807
|
|
|
June 30, 2018
|
||||||||||
|
Amortized Cost
|
|
Gross Unrealized Losses
|
|
Estimated Fair Value
|
||||||
Mortgage-backed securities:
|
|
|
|
|
|
||||||
FHLMC certificates
|
$
|
9,047,555
|
|
|
$
|
(377,474
|
)
|
|
$
|
8,670,081
|
|
FNMA certificates
|
70,810,929
|
|
|
(3,225,008
|
)
|
|
67,585,921
|
|
|||
Private-label mortgage securities
|
2,097,256
|
|
|
(85,120
|
)
|
|
2,012,136
|
|
|||
Total
|
$
|
81,955,740
|
|
|
$
|
(3,687,602
|
)
|
|
$
|
78,268,138
|
|
|
September 30, 2017
|
||||||||||
|
Amortized Cost
|
|
Gross Unrealized Losses
|
|
Estimated Fair Value
|
||||||
Mortgage-backed securities:
|
|
|
|
|
|
||||||
FNMA certificates
|
$
|
59,666,482
|
|
|
$
|
(1,656,829
|
)
|
|
$
|
58,009,653
|
|
Private-label mortgage securities
|
3,634,997
|
|
|
(134,338
|
)
|
|
3,500,659
|
|
|||
Total
|
$
|
63,301,479
|
|
|
$
|
(1,791,167
|
)
|
|
$
|
61,510,312
|
|
|
June 30, 2018
|
|
September 30, 2017
|
||||
|
|
|
|
||||
1-4 family residential real estate
|
$
|
246,591,057
|
|
|
$
|
232,040,341
|
|
Commercial real estate
|
676,399,345
|
|
|
697,070,779
|
|
||
Commercial
|
102,936,278
|
|
|
103,673,447
|
|
||
Real estate construction
|
101,570,279
|
|
|
88,791,799
|
|
||
Consumer and other
|
36,809,844
|
|
|
39,943,386
|
|
||
Total loans, net of acquisition fair value adjustments
|
1,164,306,803
|
|
|
1,161,519,752
|
|
||
Unamortized loan origination fees, net
|
(1,284,342
|
)
|
|
(1,165,148
|
)
|
||
Allowance for loan losses
|
(11,496,661
|
)
|
|
(11,078,422
|
)
|
||
Total loans, net
|
$
|
1,151,525,800
|
|
|
$
|
1,149,276,182
|
|
|
June 30, 2018
|
|
September 30, 2017
|
||||
|
|
|
|
||||
Current
|
$
|
1,157,740,999
|
|
|
$
|
1,155,094,965
|
|
Accruing past due loans:
|
|
|
|
||||
30-89 days past due
|
|
|
|
||||
1-4 family residential real estate
|
2,476,122
|
|
|
1,567,688
|
|
||
Commercial real estate
|
1,265,449
|
|
|
1,490,424
|
|
||
Commercial
|
113,257
|
|
|
1,000,840
|
|
||
Real estate construction
|
324,924
|
|
|
—
|
|
||
Consumer and other
|
777,656
|
|
|
659,174
|
|
||
Total 30-89 days past due
|
4,957,408
|
|
|
4,718,126
|
|
||
90 days or greater past due
(1)
|
|
|
|
||||
1-4 family residential real estate
|
154,659
|
|
|
46,223
|
|
||
Commercial real estate
|
—
|
|
|
—
|
|
||
Commercial
|
—
|
|
|
—
|
|
||
Real estate construction
|
—
|
|
|
—
|
|
||
Consumer and other
|
86,983
|
|
|
—
|
|
||
Total 90 days or greater past due
|
241,642
|
|
|
46,223
|
|
||
Total accruing past due loans
|
5,199,050
|
|
|
4,764,349
|
|
||
Nonaccruing loans:
(2)
|
|
|
|
||||
1-4 family residential real estate
|
348,150
|
|
|
293,224
|
|
||
Commercial real estate
|
771,901
|
|
|
1,327,037
|
|
||
Commercial
|
224,157
|
|
|
40,177
|
|
||
Real estate construction
|
—
|
|
|
—
|
|
||
Consumer and other
|
22,546
|
|
|
—
|
|
||
Nonaccruing loans
|
1,366,754
|
|
|
1,660,438
|
|
||
Total loans
|
$
|
1,164,306,803
|
|
|
$
|
1,161,519,752
|
|
(1)
|
No
acquired loans are regarded as accruing loans and included in this section at
June 30, 2018
or
September 30, 2017
. These loans which are accounted for under ASC 310-30 are reported as accruing loans because of the ongoing recognition of accretion income established at the time of acquisition.
|
(2)
|
Acquired loans in the amount of
$0
and
$888,000
at
June 30, 2018
and
September 30, 2017
, respectively, are regarded as accruing loans and excluded from the nonaccrual section due to the ongoing recognition of accretion income established at the time of acquisition.
|
|
|
|
|
|
|
|
Three Months Ended
June 30, 2018 |
|
Nine Months Ended
June 30, 2018 |
||||||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Investment in Impaired Loans
|
|
Interest Income Recognized
|
|
Average Investment in Impaired Loans
|
|
Interest Income Recognized
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
1-4 family residential real estate
(1)
|
$
|
1,051,428
|
|
|
$
|
1,208,242
|
|
|
$
|
8,020
|
|
|
$
|
1,056,993
|
|
|
$
|
8,254
|
|
|
$
|
1,114,914
|
|
|
$
|
42,079
|
|
Commercial real estate
(2)
|
8,558,786
|
|
|
9,774,957
|
|
|
1,199,353
|
|
|
8,614,619
|
|
|
97,047
|
|
|
8,878,239
|
|
|
299,275
|
|
|||||||
Commercial
|
224,157
|
|
|
48,343
|
|
|
—
|
|
|
228,730
|
|
|
—
|
|
|
226,492
|
|
|
2,386
|
|
|||||||
Real estate construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Consumer and other
(3)
|
135,920
|
|
|
138,799
|
|
|
44,076
|
|
|
137,053
|
|
|
2,407
|
|
|
138,976
|
|
|
7,297
|
|
|||||||
Total impaired loans
|
$
|
9,970,291
|
|
|
$
|
11,170,341
|
|
|
$
|
1,251,449
|
|
|
$
|
10,037,395
|
|
|
$
|
107,708
|
|
|
$
|
10,358,621
|
|
|
$
|
351,037
|
|
(1)
|
1-4 family residential real estate loans with related allowances totaling
$8,020
had a recorded investment of
$29,999
and unpaid principal balance of
$33,905
at
June 30, 2018
. During the
three and nine
months ended
June 30, 2018
, the Company had an average investment in such loans of
$30,360
and
$31,050
, respectively, and recorded
no
interest income on the loans.
|
(2)
|
Commercial real estate loans with related allowances totaling
$1,199,353
had a recorded investment of
$4,487,205
and unpaid principal balance of
$4,807,777
at
June 30, 2018
. During the
three and nine
months ended
June 30, 2018
, the Company had an average investment in such loans of
$4,508,128
and
$4,710,529
, respectively, and recorded
$50,716
and
$158,980
of interest income, respectively, on the loans.
|
(3)
|
Consumer and other loans with related allowances totaling
$44,076
had a recorded investment of
$48,937
and unpaid principal balance of
$51,817
at
June 30, 2018
. During the
three and nine
months ended
June 30, 2018
, the Company had an average investment in such loans of
$49,969
and
$51,360
, respectively, and recorded
$437
and
$1,349
of interest income, respectively, on the loans.
|
|
|
|
|
|
|
|
Year Ended
September 30, 2017 |
||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Investment in Impaired Loans
|
|
Interest Income Recognized
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
1-4 family residential real estate
(1)
|
$
|
955,522
|
|
|
$
|
1,143,831
|
|
|
$
|
24,434
|
|
|
$
|
975,317
|
|
|
$
|
33,166
|
|
Commercial real estate
(2)
|
5,960,208
|
|
|
6,970,943
|
|
|
24,299
|
|
|
6,131,422
|
|
|
259,651
|
|
|||||
Commercial
|
140,012
|
|
|
363,382
|
|
|
—
|
|
|
161,068
|
|
|
—
|
|
|||||
Real estate construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Consumer and Other
|
28,806
|
|
|
30,125
|
|
|
—
|
|
|
30,394
|
|
|
1,976
|
|
|||||
Total impaired loans
|
$
|
7,084,548
|
|
|
$
|
8,508,281
|
|
|
$
|
48,733
|
|
|
$
|
7,298,201
|
|
|
$
|
294,793
|
|
(1)
|
1-4 family residential real estate loans with related allowances totaling
$24,434
had a recorded investment of
$24,434
and unpaid principal balance of
$25,131
at
September 30, 2017
. During the year ended
September 30, 2017
, the Company had an average investment in such loans of
$24,858
and recorded
$90
of interest income on the loans.
|
(2)
|
Commercial real estate loans with related allowances totaling
$24,299
had a recorded investment of
$686,520
and unpaid principal balance of
$695,762
at
September 30, 2017
. During the year ended
September 30, 2017
, the Company had an average investment in such loans of
$717,892
and recorded
$39,825
of interest income on the loans.
|
|
Accruing Loans
|
|
Nonaccrual Loans
|
||||||||||||||||
|
Nine Months Ended June 30, 2018
|
|
Nine Months Ended June 30, 2018
|
||||||||||||||||
|
Number of Loans
|
|
Pre-Modification Outstanding Recorded Investment
|
|
Post-Modification Outstanding Recorded Investment
|
|
Number of Loans
|
|
Pre-Modification Outstanding Recorded Investment
|
|
Post-Modification Outstanding Recorded Investment
|
||||||||
Payment structure modification:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
1-4 family residential real estate
|
4
|
|
$
|
195,854
|
|
|
$
|
195,854
|
|
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
Commercial real estate
|
1
|
|
94,337
|
|
|
94,337
|
|
|
2
|
|
186,813
|
|
|
186,813
|
|
||||
Commercial
|
—
|
|
—
|
|
|
—
|
|
|
2
|
|
199,467
|
|
|
199,467
|
|
||||
Total
|
5
|
|
$
|
290,191
|
|
|
$
|
290,191
|
|
|
4
|
|
$
|
386,280
|
|
|
$
|
386,280
|
|
|
Accruing Loans
|
|
Nonaccrual Loans
|
||||||||||||||||
|
Nine Months Ended June 30, 2017
|
|
Nine Months Ended June 30, 2017
|
||||||||||||||||
|
Number of Loans
|
|
Pre-Modification Outstanding Recorded Investment
|
|
Post-Modification Outstanding Recorded Investment
|
|
Number of Loans
|
|
Pre-Modification Outstanding Recorded Investment
|
|
Post-Modification Outstanding Recorded Investment
|
||||||||
Payment structure modification:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
1-4 family residential real estate
|
7
|
|
$
|
441,756
|
|
|
$
|
441,756
|
|
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
Commercial real estate
|
2
|
|
515,639
|
|
|
515,639
|
|
|
—
|
|
—
|
|
|
—
|
|
||||
Consumer and other
|
—
|
|
—
|
|
|
—
|
|
|
1
|
|
32,138
|
|
|
32,138
|
|
||||
Total
|
9
|
|
$
|
957,395
|
|
|
$
|
957,395
|
|
|
1
|
|
$
|
32,138
|
|
|
$
|
32,138
|
|
|
Nine Months Ended June 30, 2018
|
|
Nine Months Ended June 30, 2017
|
||||
|
|
|
|
||||
Balance, beginning of period
|
$
|
—
|
|
|
$
|
462,071
|
|
Loan accretion
|
—
|
|
|
(397,685
|
)
|
||
Balance, end of period
|
$
|
—
|
|
|
$
|
64,386
|
|
|
June 30, 2018
|
|
September 30, 2017
|
||||
|
|
|
|
||||
Unpaid principal balance
|
$
|
16,911,270
|
|
|
$
|
18,327,905
|
|
Carrying amount
|
15,819,914
|
|
|
16,974,607
|
|
|
1-4 family residential real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Total
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pass (1-4)
|
$
|
243,081,293
|
|
|
$
|
644,337,423
|
|
|
$
|
101,393,896
|
|
|
$
|
101,570,279
|
|
|
$
|
36,760,496
|
|
|
$
|
1,127,143,387
|
|
Special Mention (5)
|
788,521
|
|
|
13,380,351
|
|
|
1,088,534
|
|
|
—
|
|
|
—
|
|
|
15,257,406
|
|
||||||
Substandard (6)
|
2,721,243
|
|
|
18,681,571
|
|
|
453,848
|
|
|
—
|
|
|
49,348
|
|
|
21,906,010
|
|
||||||
Doubtful (7)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Loss (8)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total loans
|
$
|
246,591,057
|
|
|
$
|
676,399,345
|
|
|
$
|
102,936,278
|
|
|
$
|
101,570,279
|
|
|
$
|
36,809,844
|
|
|
$
|
1,164,306,803
|
|
|
1-4 family residential real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Total
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pass (1-4)
|
$
|
230,417,503
|
|
|
$
|
654,217,207
|
|
|
$
|
102,690,306
|
|
|
$
|
88,551,410
|
|
|
$
|
39,914,580
|
|
|
$
|
1,115,791,006
|
|
Special Mention (5)
|
—
|
|
|
14,318,249
|
|
|
494,241
|
|
|
240,389
|
|
|
—
|
|
|
15,052,879
|
|
||||||
Substandard (6)
|
1,622,838
|
|
|
28,535,323
|
|
|
488,900
|
|
|
—
|
|
|
28,806
|
|
|
30,675,867
|
|
||||||
Doubtful (7)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Loss (8)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total loans
|
$
|
232,040,341
|
|
|
$
|
697,070,779
|
|
|
$
|
103,673,447
|
|
|
$
|
88,791,799
|
|
|
$
|
39,943,386
|
|
|
$
|
1,161,519,752
|
|
|
Three Months Ended June 30, 2018
|
||||||||||||||||||||||||||
|
1-4 family real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Unallocated
|
|
Total
|
||||||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Beginning balance
|
$
|
777,284
|
|
|
$
|
7,612,059
|
|
|
$
|
864,346
|
|
|
$
|
549,349
|
|
|
$
|
187,326
|
|
|
$
|
1,120,539
|
|
|
$
|
11,110,903
|
|
Charge-offs
|
(23,928
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,969
|
)
|
|
—
|
|
|
(27,897
|
)
|
|||||||
Recoveries
|
17,532
|
|
|
186,104
|
|
|
114,973
|
|
|
—
|
|
|
95,046
|
|
|
—
|
|
|
413,655
|
|
|||||||
Provision
|
(69,026
|
)
|
|
340,210
|
|
|
(332,132
|
)
|
|
105,444
|
|
|
(75,083
|
)
|
|
30,587
|
|
|
—
|
|
|||||||
Ending balance
|
$
|
701,862
|
|
|
$
|
8,138,373
|
|
|
$
|
647,187
|
|
|
$
|
654,793
|
|
|
$
|
203,320
|
|
|
$
|
1,151,126
|
|
|
$
|
11,496,661
|
|
|
Three Months Ended June 30, 2017
|
||||||||||||||||||||||||||
|
1-4 family real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Unallocated
|
|
Total
|
||||||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Beginning balance
|
$
|
789,773
|
|
|
$
|
7,294,255
|
|
|
$
|
715,660
|
|
|
$
|
403,180
|
|
|
$
|
194,261
|
|
|
$
|
1,107,409
|
|
|
$
|
10,504,538
|
|
Charge-offs
|
—
|
|
|
(63,554
|
)
|
|
—
|
|
|
—
|
|
|
(9,886
|
)
|
|
—
|
|
|
(73,440
|
)
|
|||||||
Recoveries
|
4,785
|
|
|
162,795
|
|
|
197,488
|
|
|
—
|
|
|
4,091
|
|
|
—
|
|
|
369,159
|
|
|||||||
Provision
|
(58,133
|
)
|
|
31,328
|
|
|
(92,485
|
)
|
|
201
|
|
|
44,360
|
|
|
74,729
|
|
|
—
|
|
|||||||
Ending balance
|
$
|
736,425
|
|
|
$
|
7,424,824
|
|
|
$
|
820,663
|
|
|
$
|
403,381
|
|
|
$
|
232,826
|
|
|
$
|
1,182,138
|
|
|
$
|
10,800,257
|
|
|
Nine Months Ended June 30, 2018
|
||||||||||||||||||||||||||
|
1-4 family real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Unallocated
|
|
Total
|
||||||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Beginning balance
|
$
|
663,061
|
|
|
$
|
7,820,078
|
|
|
$
|
776,551
|
|
|
$
|
482,665
|
|
|
$
|
196,037
|
|
|
$
|
1,140,030
|
|
|
$
|
11,078,422
|
|
Charge-offs
|
(193,298
|
)
|
|
(194,204
|
)
|
|
(128,926
|
)
|
|
—
|
|
|
(11,589
|
)
|
|
—
|
|
|
(528,017
|
)
|
|||||||
Recoveries
|
147,175
|
|
|
636,742
|
|
|
397,564
|
|
|
—
|
|
|
114,775
|
|
|
—
|
|
|
1,296,256
|
|
|||||||
Provision
|
84,924
|
|
|
(124,243
|
)
|
|
(398,002
|
)
|
|
172,128
|
|
|
(95,903
|
)
|
|
11,096
|
|
|
(350,000
|
)
|
|||||||
Ending balance
|
$
|
701,862
|
|
|
$
|
8,138,373
|
|
|
$
|
647,187
|
|
|
$
|
654,793
|
|
|
$
|
203,320
|
|
|
$
|
1,151,126
|
|
|
$
|
11,496,661
|
|
|
Nine Months Ended June 30, 2017
|
||||||||||||||||||||||||||
|
1-4 family real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Unallocated
|
|
Total
|
||||||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Beginning balance
|
$
|
779,288
|
|
|
$
|
7,346,130
|
|
|
$
|
600,258
|
|
|
$
|
516,556
|
|
|
$
|
79,140
|
|
|
$
|
1,050,044
|
|
|
$
|
10,371,416
|
|
Charge-offs
|
(92,136
|
)
|
|
(112,651
|
)
|
|
—
|
|
|
—
|
|
|
(21,690
|
)
|
|
—
|
|
|
(226,477
|
)
|
|||||||
Recoveries
|
142,205
|
|
|
917,220
|
|
|
468,657
|
|
|
—
|
|
|
27,236
|
|
|
—
|
|
|
1,555,318
|
|
|||||||
Provision
|
(92,932
|
)
|
|
(725,875
|
)
|
|
(248,252
|
)
|
|
(113,175
|
)
|
|
148,140
|
|
|
132,094
|
|
|
(900,000
|
)
|
|||||||
Ending balance
|
$
|
736,425
|
|
|
$
|
7,424,824
|
|
|
$
|
820,663
|
|
|
$
|
403,381
|
|
|
$
|
232,826
|
|
|
$
|
1,182,138
|
|
|
$
|
10,800,257
|
|
|
Balance at June 30, 2018
|
||||||||||||||||||||||||||
|
1-4 family real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Unallocated
|
|
Total
|
||||||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Individually evaluated for impairment
|
$
|
8,020
|
|
|
$
|
1,199,353
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
44,076
|
|
|
$
|
—
|
|
|
$
|
1,251,449
|
|
Other loans not individually evaluated
|
693,842
|
|
|
6,939,020
|
|
|
647,187
|
|
|
654,793
|
|
|
159,244
|
|
|
1,151,126
|
|
|
10,245,212
|
|
|||||||
Ending balance
|
$
|
701,862
|
|
|
$
|
8,138,373
|
|
|
$
|
647,187
|
|
|
$
|
654,793
|
|
|
$
|
203,320
|
|
|
$
|
1,151,126
|
|
|
$
|
11,496,661
|
|
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Amounts collectively evaluated for impairment
|
$
|
243,877,700
|
|
|
$
|
656,852,264
|
|
|
$
|
99,542,431
|
|
|
$
|
101,570,279
|
|
|
$
|
36,673,924
|
|
|
|
|
$
|
1,138,516,598
|
|
||
Amounts individually evaluated for impairment
|
1,051,428
|
|
|
8,558,786
|
|
|
224,157
|
|
|
—
|
|
|
135,920
|
|
|
|
|
9,970,291
|
|
||||||||
Amounts related to loans acquired with deteriorated credit quality
|
1,661,929
|
|
|
10,988,295
|
|
|
3,169,690
|
|
|
—
|
|
|
—
|
|
|
|
|
15,819,914
|
|
||||||||
Ending balance
|
$
|
246,591,057
|
|
|
$
|
676,399,345
|
|
|
$
|
102,936,278
|
|
|
$
|
101,570,279
|
|
|
$
|
36,809,844
|
|
|
|
|
$
|
1,164,306,803
|
|
|
Balance at September 30, 2017
|
||||||||||||||||||||||||||
|
1-4 family real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Unallocated
|
|
Total
|
||||||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Individually evaluated for impairment
|
$
|
24,434
|
|
|
$
|
24,299
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
48,733
|
|
Other loans not individually evaluated
|
638,627
|
|
|
7,795,779
|
|
|
776,551
|
|
|
482,665
|
|
|
196,037
|
|
|
1,140,030
|
|
|
11,029,689
|
|
|||||||
Ending balance
|
$
|
663,061
|
|
|
$
|
7,820,078
|
|
|
$
|
776,551
|
|
|
$
|
482,665
|
|
|
$
|
196,037
|
|
|
$
|
1,140,030
|
|
|
$
|
11,078,422
|
|
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Amounts collectively evaluated for impairment
|
$
|
229,359,838
|
|
|
$
|
679,367,829
|
|
|
$
|
100,026,551
|
|
|
$
|
88,791,799
|
|
|
$
|
39,914,580
|
|
|
|
|
$
|
1,137,460,597
|
|
||
Amounts individually evaluated for impairment
|
955,522
|
|
|
5,960,208
|
|
|
140,012
|
|
|
—
|
|
|
28,806
|
|
|
|
|
7,084,548
|
|
||||||||
Amounts related to loans acquired with deteriorated credit quality
|
1,724,981
|
|
|
11,742,742
|
|
|
3,506,884
|
|
|
—
|
|
|
—
|
|
|
|
|
16,974,607
|
|
||||||||
Ending balance
|
$
|
232,040,341
|
|
|
$
|
697,070,779
|
|
|
$
|
103,673,447
|
|
|
$
|
88,791,799
|
|
|
$
|
39,943,386
|
|
|
|
|
$
|
1,161,519,752
|
|
|
Three Months Ended
June 30, |
|
Nine Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
4,646,113
|
|
|
$
|
3,513,850
|
|
|
$
|
14,292,625
|
|
|
$
|
11,876,312
|
|
Denominator:
|
|
|
|
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
14,544,417
|
|
|
14,353,082
|
|
|
14,490,993
|
|
|
14,293,859
|
|
||||
Common stock equivalents
|
868,738
|
|
|
903,541
|
|
|
772,535
|
|
|
903,541
|
|
||||
Diluted shares
|
15,413,155
|
|
|
15,256,623
|
|
|
15,263,528
|
|
|
15,197,400
|
|
||||
Net income per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.32
|
|
|
$
|
0.24
|
|
|
$
|
0.99
|
|
|
$
|
0.83
|
|
Diluted
|
$
|
0.30
|
|
|
$
|
0.23
|
|
|
$
|
0.94
|
|
|
$
|
0.78
|
|
|
|
20,000 Options
|
||
|
|
|
||
Risk-free interest rate
|
|
1.90
|
%
|
|
Dividend yield
|
|
1.76
|
%
|
|
Expected life at date of grant (months)
|
|
96 months
|
|
|
Volatility
|
|
18.87
|
%
|
|
Weighted average grant-date fair value
|
|
$
|
2.38
|
|
|
Shares
|
|
Weighted average exercise price/share
|
|
Weighted average remaining life (years)
|
|||
|
|
|
|
|
|
|||
Options outstanding – September 30, 2017
|
1,565,810
|
|
|
$
|
10.14
|
|
|
5
|
Options exercised
|
(258,840
|
)
|
|
9.35
|
|
|
3
|
|
Options forfeited
|
(20,676
|
)
|
|
16.74
|
|
|
10
|
|
Options granted
|
20,000
|
|
|
17.02
|
|
|
10
|
|
Options outstanding – June 30, 2018
|
1,306,294
|
|
|
$
|
10.30
|
|
|
4
|
Options exercisable – June 30, 2018
|
1,052,527
|
|
|
$
|
10.09
|
|
|
4
|
|
Number of options outstanding at
June 30, 2018 |
|
|
|
Remaining contractual life in years
|
|
|
|
Exercise price per share
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
|
|
213,344
|
|
|
|
|
|
1
|
|
|
|
$
|
8.82
|
|
|
|
|
105,996
|
|
|
|
|
|
2
|
|
|
|
$
|
8.18
|
|
|
|
|
40,996
|
|
|
|
|
|
2
|
|
|
|
$
|
7.22
|
|
|
|
|
2,494
|
|
|
|
|
|
4
|
|
|
|
$
|
7.79
|
|
|
|
|
889,464
|
|
|
|
|
|
6
|
|
|
|
$
|
10.89
|
|
|
|
|
30,000
|
|
|
|
|
|
7
|
|
|
|
$
|
12.66
|
|
|
|
|
3,000
|
|
|
|
|
|
8
|
|
|
|
$
|
13.16
|
|
|
|
|
18,000
|
|
|
|
|
|
8
|
|
|
|
$
|
13.31
|
|
|
|
|
3,000
|
|
|
|
|
|
8
|
|
|
|
$
|
13.30
|
|
|
|
|
1,306,294
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
|
|
Weighted average grant date fair
value per award |
|||
|
|
|
|
|||
Unvested restricted stock awards - September 30, 2017
|
150,547
|
|
|
$
|
11.20
|
|
Granted
|
22,500
|
|
|
17.48
|
|
|
Vested
|
73,315
|
|
|
11.02
|
|
|
Canceled or expired
|
15,000
|
|
|
17.02
|
|
|
Unvested restricted stock awards – June 30, 2018
|
84,732
|
|
|
$
|
11.99
|
|
|
June 30, 2018
|
||||||||||||||
|
Estimated Fair Value
|
|
Quoted Prices in Active Markets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Investment securities available for sale:
|
|
|
|
|
|
|
|
||||||||
State and municipal securities
|
$
|
1,556,813
|
|
|
$
|
—
|
|
|
$
|
1,556,813
|
|
|
$
|
—
|
|
Collateralized loan obligations
|
43,724,762
|
|
|
—
|
|
|
43,724,762
|
|
|
—
|
|
||||
Mortgage-backed securities:
|
|
|
|
|
|
|
|
||||||||
FHLMC certificates
|
17,728,386
|
|
|
—
|
|
|
17,728,386
|
|
|
—
|
|
||||
FNMA certificates
|
90,849,240
|
|
|
—
|
|
|
90,849,240
|
|
|
—
|
|
||||
GNMA certificates
|
988,744
|
|
|
—
|
|
|
988,744
|
|
|
—
|
|
||||
Private-label mortgage securities:
|
|
|
|
|
|
|
|
||||||||
Investment grade
|
372,324
|
|
|
—
|
|
|
372,324
|
|
|
—
|
|
||||
Split rating
(1)
|
1,486,684
|
|
|
—
|
|
|
1,486,684
|
|
|
—
|
|
||||
Non-investment grade
|
525,452
|
|
|
—
|
|
|
525,452
|
|
|
—
|
|
||||
Total investment securities available for sale
|
157,232,405
|
|
|
—
|
|
|
157,232,405
|
|
|
—
|
|
||||
Mortgage servicing rights
|
1,547,380
|
|
|
—
|
|
|
1,547,380
|
|
|
—
|
|
||||
Assets held for sale
|
112,300
|
|
|
—
|
|
|
—
|
|
|
112,300
|
|
||||
Total recurring assets at fair value
|
$
|
158,892,085
|
|
|
$
|
—
|
|
|
$
|
158,779,785
|
|
|
$
|
112,300
|
|
(1)
|
Bonds with split ratings represent securities with both investment and non-investment grades.
|
|
September 30, 2017
|
||||||||||||||
|
Estimated Fair Value
|
|
Quoted Prices in Active Markets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Investment securities available for sale:
|
|
|
|
|
|
|
|
||||||||
State and municipal securities
|
$
|
2,251,815
|
|
|
$
|
—
|
|
|
$
|
2,251,815
|
|
|
$
|
—
|
|
Collateralized loan obligations
|
40,677,676
|
|
|
—
|
|
|
40,677,676
|
|
|
—
|
|
||||
Mortgage–backed securities:
|
|
|
|
|
|
|
|
||||||||
FHLMC certificates
|
21,755,122
|
|
|
—
|
|
|
21,755,122
|
|
|
—
|
|
||||
FNMA certificates
|
112,990,819
|
|
|
—
|
|
|
112,990,819
|
|
|
—
|
|
||||
GNMA certificates
|
2,506,063
|
|
|
—
|
|
|
2,506,063
|
|
|
—
|
|
||||
Private-label mortgage securities:
|
|
|
|
|
|
|
|
||||||||
Investment grade
|
591,443
|
|
|
—
|
|
|
591,443
|
|
|
—
|
|
||||
Split rating
(1)
|
2,249,670
|
|
|
—
|
|
|
2,249,670
|
|
|
—
|
|
||||
Non-investment grade
|
767,213
|
|
|
—
|
|
|
767,213
|
|
|
—
|
|
||||
Total investment securities available for sale
|
183,789,821
|
|
|
—
|
|
|
183,789,821
|
|
|
—
|
|
||||
Mortgage servicing rights
|
1,319,725
|
|
|
—
|
|
|
1,319,725
|
|
|
—
|
|
||||
Assets held for sale
|
752,300
|
|
|
—
|
|
|
—
|
|
|
752,300
|
|
||||
Total recurring assets at fair value
|
$
|
185,861,846
|
|
|
$
|
—
|
|
|
$
|
185,109,546
|
|
|
$
|
752,300
|
|
(1)
|
Bonds with split ratings represent securities with both investment and non-investment grades.
|
|
Nine Months Ended June 30, 2018
|
|
Nine Months Ended June 30, 2017
|
||||
|
|
|
|
||||
Fair value, beginning balance
|
$
|
752,300
|
|
|
$
|
975,300
|
|
Sales
|
(640,000
|
)
|
|
(263,000
|
)
|
||
Valuation loss recognized in noninterest expense
|
—
|
|
|
—
|
|
||
Fair value, ending balance
|
$
|
112,300
|
|
|
$
|
712,300
|
|
|
|
|
Fair Value Measurements Using:
|
||||||||||||
|
Estimated Fair Value
|
|
Quoted Prices in Active Markets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||
June 30, 2018
|
|
|
|
|
|
|
|
||||||||
Impaired loans
|
$
|
1,538,957
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,538,957
|
|
Other real estate owned
|
227,531
|
|
|
—
|
|
|
—
|
|
|
227,531
|
|
||||
September 30, 2017
|
|
|
|
|
|
|
|
||||||||
Impaired loans
|
$
|
2,326,132
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,326,132
|
|
Other real estate owned
|
1,437,345
|
|
|
—
|
|
|
—
|
|
|
1,437,345
|
|
|
Quantitative Information about Level 3 Fair Value Measurements
|
||||||||||||||
|
Fair Value
|
|
Valuation Technique
|
|
Unobservable Input
|
|
General Range (Discount)
|
|
Weighted Average Discount
|
||||||
Impaired Loans
|
$
|
1,538,957
|
|
|
Property appraisals
|
|
Management discount for property type and recent market volatility
|
|
23%
|
|
—
|
|
66%
|
|
32%
|
OREO
|
$
|
227,531
|
|
|
Property appraisals
|
|
Management discount for property type and recent market volatility
|
|
9%
|
|
—
|
|
20%
|
|
11%
|
Assets Held for Sale
|
$
|
112,300
|
|
|
Valuation analysis
|
|
Management discount for property type and recent market volatility
|
|
0%
|
|
—
|
|
53%
|
|
30%
|
|
June 30, 2018
|
||||||||||||||||||
|
|
|
|
|
Estimated Fair Value
|
||||||||||||||
|
Carrying Value
|
|
Total Estimated Fair Value
|
|
Quoted Prices in Active Markets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
170,898,878
|
|
|
$
|
170,898,878
|
|
|
$
|
170,898,878
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Certificates of deposit held at other financial institutions
|
4,027,270
|
|
|
4,027,270
|
|
|
—
|
|
|
4,027,270
|
|
|
—
|
|
|||||
Investments available for sale
|
157,232,405
|
|
|
157,232,405
|
|
|
—
|
|
|
157,232,405
|
|
|
—
|
|
|||||
FHLB stock
|
4,075,200
|
|
|
4,075,200
|
|
|
—
|
|
|
4,075,200
|
|
|
—
|
|
|||||
Restricted securities, at cost
|
279,000
|
|
|
279,000
|
|
|
—
|
|
|
279,000
|
|
|
—
|
|
|||||
Loans receivable, net
|
1,151,525,800
|
|
|
1,140,603,407
|
|
|
—
|
|
|
—
|
|
|
1,140,603,407
|
|
|||||
Loans held for sale
|
1,965,657
|
|
|
1,998,594
|
|
|
—
|
|
|
1,998,594
|
|
|
—
|
|
|||||
Mortgage servicing rights
|
1,547,380
|
|
|
1,547,380
|
|
|
—
|
|
|
1,547,380
|
|
|
—
|
|
|||||
Assets held for sale
|
112,300
|
|
|
112,300
|
|
|
—
|
|
|
—
|
|
|
112,300
|
|
|||||
Accrued interest and dividends receivable
|
4,354,702
|
|
|
4,354,702
|
|
|
—
|
|
|
678,583
|
|
|
3,676,119
|
|
|||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposits
|
$
|
1,317,738,045
|
|
|
$
|
1,319,365,403
|
|
|
$
|
—
|
|
|
$
|
1,319,365,403
|
|
|
$
|
—
|
|
FHLB advances
|
60,011,100
|
|
|
59,184,249
|
|
|
—
|
|
|
59,184,249
|
|
|
—
|
|
|||||
Floating rate junior subordinated debt
|
6,827,470
|
|
|
6,827,470
|
|
|
—
|
|
|
6,827,470
|
|
|
—
|
|
|||||
Accrued interest payable
|
572,463
|
|
|
572,463
|
|
|
—
|
|
|
572,463
|
|
|
—
|
|
|
September 30, 2017
|
||||||||||||||||||
|
|
|
|
|
Estimated Fair Value
|
||||||||||||||
|
Carrying Value
|
|
Total Estimated Fair Value
|
|
Quoted Prices in Active Markets
(Level 1) |
|
Significant Other Observable Inputs
(Level 2) |
|
Significant Unobservable Inputs
(Level 3) |
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
152,338,389
|
|
|
$
|
152,338,389
|
|
|
$
|
152,338,389
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Certificates of deposit held at other financial institutions
|
7,514,630
|
|
|
7,514,630
|
|
|
—
|
|
|
7,514,630
|
|
|
—
|
|
|||||
Investments available for sale
|
183,789,821
|
|
|
183,789,821
|
|
|
—
|
|
|
183,789,821
|
|
|
—
|
|
|||||
FHLB stock
|
4,054,400
|
|
|
4,054,400
|
|
|
—
|
|
|
4,054,400
|
|
|
—
|
|
|||||
Restricted securities, at cost
|
279,000
|
|
|
279,000
|
|
|
—
|
|
|
279,000
|
|
|
—
|
|
|||||
Loans receivable, net
|
1,149,276,182
|
|
|
1,146,902,727
|
|
|
—
|
|
|
—
|
|
|
1,146,902,727
|
|
|||||
Loans held for sale
|
1,961,185
|
|
|
1,998,988
|
|
|
—
|
|
|
1,998,988
|
|
|
—
|
|
|||||
Mortgage servicing rights
|
1,319,725
|
|
|
1,319,725
|
|
|
—
|
|
|
1,319,725
|
|
|
—
|
|
|||||
Assets held for sale
|
752,300
|
|
|
752,300
|
|
|
—
|
|
|
—
|
|
|
752,300
|
|
|||||
Accrued interest and dividends receivable
|
4,197,708
|
|
|
4,197,708
|
|
|
—
|
|
|
661,335
|
|
|
3,536,373
|
|
|||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Deposits
|
$
|
1,339,143,287
|
|
|
$
|
1,342,831,689
|
|
|
$
|
—
|
|
|
$
|
1,342,831,689
|
|
|
$
|
—
|
|
FHLB advances
|
60,023,100
|
|
|
61,073,866
|
|
|
—
|
|
|
61,073,866
|
|
|
—
|
|
|||||
Floating rate junior subordinated debt
|
6,724,646
|
|
|
6,724,646
|
|
|
—
|
|
|
6,724,646
|
|
|
—
|
|
|||||
Accrued interest payable
|
704,630
|
|
|
704,630
|
|
|
—
|
|
|
704,630
|
|
|
—
|
|
|
|
June 30, 2018
|
|
September 30, 2017
|
||||
Gross deferred tax assets
|
|
$
|
7,320,418
|
|
|
$
|
9,709,150
|
|
Gross deferred tax liabilities
|
|
3,443,490
|
|
|
3,738,868
|
|
||
Net deferred tax assets
|
|
$
|
3,876,928
|
|
|
$
|
5,970,282
|
|
|
|
Amount
|
|
Percentage of Income Before Taxes
|
|||
Tax expense before one-time charges
|
|
$
|
6,021,258
|
|
|
27.60
|
%
|
Revaluation of net deferred tax asset
|
|
1,504,675
|
|
|
6.89
|
|
|
Total
|
|
$
|
7,525,933
|
|
|
34.49
|
%
|
(1)
|
Non-GAAP financial measure, defined as net income divided by average total equity less the average balance of intangible assets. See Non-GAAP Financial Measures for further information.
|
(2)
|
Non-GAAP financial measure, defined as total assets less intangible assets divided by total equity less intangible assets. See Non-GAAP Financial Measures for further information.
|
(3)
|
Annualized..
|
|
|
|
Deposit Balances
|
||||||||||||||||||||||||||||||||
|
Deposit & Bankcard Fees
|
|
Checking
|
|
Savings
|
|
Money Market
|
|
Retail CDs under $250k
|
|
Total Core Deposits
(1)
|
|
Retail CDs $250k & Over
|
|
Wholesale CDs
|
|
Total Deposits
|
||||||||||||||||||
|
|
|
(dollars in thousands)
|
||||||||||||||||||||||||||||||||
June 30, 2018
|
$
|
3,788
|
|
|
$
|
579,962
|
|
|
$
|
67,764
|
|
|
$
|
286,143
|
|
|
$
|
303,302
|
|
|
$
|
1,237,171
|
|
|
$
|
46,446
|
|
|
$
|
34,121
|
|
|
$
|
1,317,738
|
|
March 31, 2018
|
3,525
|
|
|
595,216
|
|
|
68,012
|
|
|
290,715
|
|
|
311,145
|
|
|
1,265,088
|
|
|
50,061
|
|
|
34,111
|
|
|
1,349,260
|
|
|||||||||
December 31, 2017
|
3,573
|
|
|
574,682
|
|
|
67,582
|
|
|
292,613
|
|
|
320,096
|
|
|
1,254,973
|
|
|
52,197
|
|
|
36,827
|
|
|
1,343,997
|
|
|||||||||
September 30, 2017
|
3,499
|
|
|
567,213
|
|
|
66,158
|
|
|
279,483
|
|
|
332,608
|
|
|
1,245,462
|
|
|
54,480
|
|
|
39,201
|
|
|
1,339,143
|
|
|||||||||
June 30, 2017
|
3,415
|
|
|
510,810
|
|
|
65,430
|
|
|
236,785
|
|
|
303,157
|
|
|
1,116,182
|
|
|
41,267
|
|
|
36,805
|
|
|
1,194,254
|
|
|||||||||
March 31, 2017
|
3,067
|
|
|
513,294
|
|
|
64,868
|
|
|
242,375
|
|
|
304,798
|
|
|
1,125,335
|
|
|
39,602
|
|
|
36,793
|
|
|
1,201,730
|
|
|||||||||
December 31, 2016
|
3,170
|
|
|
481,841
|
|
|
61,300
|
|
|
265,316
|
|
|
304,364
|
|
|
1,112,821
|
|
|
36,744
|
|
|
36,782
|
|
|
1,186,347
|
|
|||||||||
September 30, 2016
|
3,179
|
|
|
478,028
|
|
|
63,824
|
|
|
242,853
|
|
|
303,456
|
|
|
1,088,161
|
|
|
36,906
|
|
|
36,777
|
|
|
1,161,844
|
|
|||||||||
June 30, 2016
|
3,110
|
|
|
472,123
|
|
|
62,810
|
|
|
247,165
|
|
|
301,675
|
|
|
1,083,773
|
|
|
34,719
|
|
|
36,753
|
|
|
1,155,245
|
|
(1)
|
Non-GAAP financial measure. See Non-GAAP Financial Measures for more information.
|
|
|
Loan Accretion (Amortization)
|
|||||||||||||||||||||||||||||||||||||
|
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
|
1Q 2018
|
|
2Q 2018
|
|
3Q 2018
|
|
|
Remaining
|
||||||||||||||||||
|
|
(in thousands)
|
|||||||||||||||||||||||||||||||||||||
NCB
|
|
|
$
|
844
|
|
|
$
|
239
|
|
|
$
|
68
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
$
|
—
|
|
MCB
|
|
|
3,086
|
|
|
3,110
|
|
|
2,621
|
|
|
751
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|||||||||
FNB
|
|
|
4,993
|
|
|
3,245
|
|
|
3,256
|
|
|
2,250
|
|
|
462
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|||||||||
CBS
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,370
|
|
|
1,206
|
|
|
|
116
|
|
|
248
|
|
|
432
|
|
|
|
528
|
|
|||||||||
Resurgens
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73
|
|
|
|
219
|
|
|
551
|
|
|
144
|
|
|
|
1,811
|
|
|||||||||
Total
|
|
|
8,923
|
|
|
6,594
|
|
|
5,945
|
|
|
4,371
|
|
|
1,741
|
|
|
|
335
|
|
|
799
|
|
|
576
|
|
|
|
2,339
|
|
|||||||||
Amortization
(1)
|
|
|
—
|
|
|
(3,507
|
)
|
|
(2,387
|
)
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
—
|
|
|||||||||
Net
|
|
|
$
|
8,923
|
|
|
$
|
3,087
|
|
|
$
|
3,558
|
|
|
$
|
4,371
|
|
|
$
|
1,741
|
|
|
|
$
|
335
|
|
|
$
|
799
|
|
|
$
|
576
|
|
|
|
$
|
2,339
|
|
(1)
|
Based on revised estimated cash flows related to previously covered loans,
$2.4 million
of the FDIC indemnification asset was amortized as an offset to loan interest income in the year ended September 30, 2015 and
$3.5 million
in the year ended September 30, 2014. Loss share agreements with the FDIC were terminated in the fourth quarter of fiscal 2015.
|
|
Three Months Ended
|
||||||||
|
June 30, 2018
|
|
March 31, 2018
|
|
December 31, 2017
|
|
September 30, 2017
|
|
June 30, 2017
|
|
|
|
|
|
|
|
|
|
|
Yield on loans
|
5.22%
|
|
5.21%
|
|
5.10%
|
|
5.04%
|
|
4.79%
|
Yield on securities
|
2.39%
|
|
2.21%
|
|
2.33%
|
|
2.27%
|
|
2.20%
|
Yield on assets
|
4.54%
|
|
4.52%
|
|
4.40%
|
|
4.36%
|
|
4.10%
|
|
|
|
|
|
|
|
|
|
|
Cost of deposits
|
0.59%
|
|
0.54%
|
|
0.53%
|
|
0.50%
|
|
0.47%
|
Cost of CDs
|
1.06%
|
|
0.97%
|
|
0.96%
|
|
0.94%
|
|
0.91%
|
Cost of interest bearing checking
|
0.18%
|
|
0.17%
|
|
0.18%
|
|
0.18%
|
|
0.16%
|
Cost of bank rewarded checking
|
0.20%
|
|
0.19%
|
|
0.20%
|
|
0.20%
|
|
0.20%
|
Cost of savings
|
0.04%
|
|
0.04%
|
|
0.04%
|
|
0.04%
|
|
0.04%
|
Cost of MMDA
|
0.56%
|
|
0.47%
|
|
0.43%
|
|
0.33%
|
|
0.30%
|
Cost of borrowings
|
2.45%
|
|
2.43%
|
|
2.48%
|
|
2.58%
|
|
2.62%
|
Cost of subordinated debt
|
8.81%
|
|
8.29%
|
|
8.16%
|
|
7.83%
|
|
7.74%
|
Cost of liabilities
|
0.73%
|
|
0.68%
|
|
0.68%
|
|
0.64%
|
|
0.62%
|
|
|
|
|
|
|
|
|
|
|
Loan/deposit spread
|
4.63%
|
|
4.67%
|
|
4.57%
|
|
4.54%
|
|
4.32%
|
Asset/liability spread
|
3.81%
|
|
3.84%
|
|
3.72%
|
|
3.72%
|
|
3.48%
|
|
For the Three Months Ended June 30,
|
||||||||||||||||||||
|
2018
|
|
2017
|
||||||||||||||||||
|
Average Balance
|
|
Interest
|
|
Average Yield/Cost
(10)
|
|
Average Balance
|
|
Interest
|
|
Average Yield/Cost
(10)
|
||||||||||
|
(dollars in thousands)
|
||||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-earning deposits in other financial institutions
|
$
|
142,559
|
|
|
$
|
612
|
|
|
1.72
|
%
|
|
$
|
102,944
|
|
|
$
|
236
|
|
|
0.92
|
%
|
Certificates of deposit held at other financial institutions
|
4,620
|
|
|
17
|
|
|
1.48
|
|
|
9,021
|
|
|
31
|
|
|
1.37
|
|
||||
FHLB common stock and other equity securities
|
4,075
|
|
|
58
|
|
|
5.67
|
|
|
3,485
|
|
|
40
|
|
|
4.58
|
|
||||
Taxable investment securities
|
170,653
|
|
|
1,022
|
|
|
2.39
|
|
|
188,138
|
|
|
1,037
|
|
|
2.20
|
|
||||
Nontaxable investment securities
(1)
|
1,048
|
|
|
3
|
|
|
1.25
|
|
|
1,579
|
|
|
5
|
|
|
1.16
|
|
||||
Restricted securities
|
279
|
|
|
3
|
|
|
4.99
|
|
|
279
|
|
|
3
|
|
|
4.09
|
|
||||
Loans receivable
(1)(2)(3)(4)
|
1,162,944
|
|
|
14,593
|
|
|
5.02
|
|
|
1,025,454
|
|
|
12,103
|
|
|
4.72
|
|
||||
Accretion, net, of acquired loan discounts
(5)
|
|
|
576
|
|
|
0.20
|
|
|
|
|
173
|
|
|
0.07
|
|
||||||
Total interest-earning assets
|
1,486,178
|
|
|
16,884
|
|
|
4.54
|
|
|
1,330,900
|
|
|
13,628
|
|
|
4.10
|
|
||||
Total noninterest-earning assets
|
149,251
|
|
|
|
|
|
|
|
139,050
|
|
|
|
|
|
|
||||||
Total assets
|
$
|
1,635,429
|
|
|
|
|
|
|
|
$
|
1,469,950
|
|
|
|
|
|
|
||||
Liabilities and Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest bearing checking
|
$
|
278,553
|
|
|
$
|
128
|
|
|
0.18
|
%
|
|
$
|
254,983
|
|
|
$
|
104
|
|
|
0.16
|
%
|
Bank rewarded checking
|
57,574
|
|
|
29
|
|
|
0.20
|
|
|
54,845
|
|
|
27
|
|
|
0.20
|
|
||||
Savings accounts
|
67,932
|
|
|
7
|
|
|
0.04
|
|
|
65,036
|
|
|
6
|
|
|
0.04
|
|
||||
Money market deposit accounts
|
293,017
|
|
|
409
|
|
|
0.56
|
|
|
240,561
|
|
|
178
|
|
|
0.30
|
|
||||
Certificate of deposit accounts
|
387,921
|
|
|
1,023
|
|
|
1.06
|
|
|
381,863
|
|
|
868
|
|
|
0.91
|
|
||||
Total interest-bearing deposits
|
1,084,997
|
|
|
1,596
|
|
|
0.59
|
|
|
997,288
|
|
|
1,183
|
|
|
0.47
|
|
||||
Borrowed funds
|
60,014
|
|
|
368
|
|
|
2.45
|
|
|
50,000
|
|
|
328
|
|
|
2.62
|
|
||||
Floating rate junior subordinated debt
|
6,805
|
|
|
150
|
|
|
8.81
|
|
|
6,668
|
|
|
129
|
|
|
7.74
|
|
||||
Total interest-bearing liabilities
|
1,151,816
|
|
|
2,114
|
|
|
0.73
|
|
|
1,053,956
|
|
|
1,640
|
|
|
0.62
|
|
||||
Noninterest-bearing deposits
|
242,184
|
|
|
|
|
|
|
|
187,354
|
|
|
|
|
|
|
||||||
Other noninterest-bearing liabilities
|
17,333
|
|
|
|
|
|
|
|
17,345
|
|
|
|
|
|
|
||||||
Total noninterest-bearing liabilities
|
259,517
|
|
|
|
|
|
|
|
204,699
|
|
|
|
|
|
|
||||||
Total liabilities
|
1,411,333
|
|
|
|
|
|
|
|
1,258,655
|
|
|
|
|
|
|
||||||
Total stockholders' equity
|
224,096
|
|
|
|
|
|
|
|
211,295
|
|
|
|
|
|
|
||||||
Total liabilities and stockholders' equity
|
$
|
1,635,429
|
|
|
|
|
|
|
|
$
|
1,469,950
|
|
|
|
|
|
|
||||
Net interest income
|
|
|
|
$
|
14,770
|
|
|
|
|
|
|
|
|
$
|
11,988
|
|
|
|
|
||
Net interest-earning assets
(6)
|
|
|
|
$
|
334,362
|
|
|
|
|
|
|
|
|
$
|
276,944
|
|
|
|
|
||
Net interest rate spread
(7)
|
|
|
|
|
|
|
3.81
|
%
|
|
|
|
|
|
|
|
3.47
|
%
|
||||
Net interest margin
(8)
|
|
|
|
|
|
|
3.98
|
%
|
|
|
|
|
|
|
|
3.60
|
%
|
||||
Impact of purchase accounting on net interest margin
(9)
|
|
|
|
|
0.17
|
%
|
|
|
|
|
|
0.05
|
%
|
||||||||
Ratio of average interest-earning assets to average interest-bearing liabilities
|
|
|
|
|
129.03
|
%
|
|
|
|
|
|
126.28
|
%
|
(1)
|
Tax exempt or tax-advantaged securities and loans are shown at their contractual yields and are not shown at a tax equivalent yield.
|
(2)
|
Includes net loan fees deferred and accreted pursuant to applicable accounting requirements.
|
(3)
|
Interest income on loans is interest income as recorded in the income statement and, therefore, does not include interest income on nonaccrual loans.
|
(4)
|
Interest income on loans excludes discount accretion on acquired loans.
|
(5)
|
Accretion of accretable purchase discount on loans acquired.
|
(6)
|
Net interest-earning assets represent total average interest-earning assets less total average interest-bearing liabilities.
|
(7)
|
Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
|
(8)
|
Net interest margin represents net interest income as a percentage of average interest-earning assets.
|
(9)
|
Impact on net interest margin when excluding accretion income and average accretable discounts.
|
(10)
|
Annualized.
|
|
For the Three Months Ended June 30, 2018
Compared to the Three Months Ended June 30, 2017 |
||||||||||||||
|
Increase/(Decrease) Due to
|
||||||||||||||
|
Volume
|
|
Rate
|
|
Combined
|
|
Net
|
||||||||
|
(dollars in thousands)
|
||||||||||||||
Interest Income:
|
|
|
|
|
|
|
|
||||||||
Interest-earning deposits in other financial institutions
|
$
|
91
|
|
|
$
|
206
|
|
|
$
|
79
|
|
|
$
|
376
|
|
Certificates of deposit held at other financial institutions
|
(15
|
)
|
|
2
|
|
|
(1
|
)
|
|
(14
|
)
|
||||
FHLB common stock and other equity securities
|
7
|
|
|
9
|
|
|
2
|
|
|
18
|
|
||||
Taxable investment securities
|
(96
|
)
|
|
89
|
|
|
(8
|
)
|
|
(15
|
)
|
||||
Nontaxable investment securities
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||
Restricted securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Loans receivable
|
1,646
|
|
|
1,100
|
|
|
147
|
|
|
2,893
|
|
||||
Total interest-earning assets
|
$
|
1,631
|
|
|
$
|
1,406
|
|
|
$
|
219
|
|
|
$
|
3,256
|
|
Interest Expense:
|
|
|
|
|
|
|
|
||||||||
Checking accounts
|
$
|
11
|
|
|
$
|
13
|
|
|
$
|
2
|
|
|
$
|
26
|
|
Savings accounts
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
||||
Money market deposit accounts
|
39
|
|
|
157
|
|
|
35
|
|
|
231
|
|
||||
Certificate of deposit accounts
|
14
|
|
|
139
|
|
|
2
|
|
|
155
|
|
||||
Total interest-bearing deposits
|
64
|
|
|
309
|
|
|
40
|
|
|
413
|
|
||||
Borrowed funds
|
66
|
|
|
(21
|
)
|
|
(5
|
)
|
|
40
|
|
||||
Floating rate junior subordinated debt
|
3
|
|
|
18
|
|
|
—
|
|
|
21
|
|
||||
Total interest-bearing liabilities
|
$
|
133
|
|
|
$
|
306
|
|
|
$
|
35
|
|
|
$
|
474
|
|
Net change in net interest income
|
$
|
1,498
|
|
|
$
|
1,100
|
|
|
$
|
184
|
|
|
$
|
2,782
|
|
|
For the Three Months Ended
|
||||||||||||||||||
|
Jun 30, 2018
|
|
Mar 31, 2018
|
|
Dec 31, 2017
|
|
Sep 30, 2017
|
|
Jun 30, 2017
|
||||||||||
|
(dollars in thousands)
|
||||||||||||||||||
Interest income less purchase discount accretion
(1)
|
$
|
16,308
|
|
|
$
|
15,865
|
|
|
$
|
15,945
|
|
|
$
|
14,576
|
|
|
$
|
13,454
|
|
Purchase discount accretion
|
576
|
|
|
799
|
|
|
335
|
|
|
486
|
|
|
173
|
|
|||||
Total interest income
|
16,884
|
|
|
16,664
|
|
|
16,280
|
|
|
15,062
|
|
|
13,627
|
|
|||||
Interest Expense
|
2,114
|
|
|
1,978
|
|
|
1,973
|
|
|
1,762
|
|
|
1,640
|
|
|||||
Net interest income
|
$
|
14,770
|
|
|
$
|
14,686
|
|
|
$
|
14,307
|
|
|
$
|
13,300
|
|
|
$
|
11,987
|
|
(1)
|
Non-GAAP financial measure, derived as total interest income less loan purchase discount accretion. See Non-GAAP Measures for more information.
|
|
For the Three Months Ended
|
||||||||||||||||||
|
Jun 30, 2018
|
|
Mar 31, 2018
|
|
Dec 31, 2017
|
|
Sep 30, 2017
|
|
Jun 30, 2017
|
||||||||||
|
(dollars in thousands)
|
||||||||||||||||||
Service charges on deposit accounts
|
$
|
2,098
|
|
|
$
|
1,983
|
|
|
$
|
2,114
|
|
|
$
|
2,081
|
|
|
$
|
1,972
|
|
Bankcard fees
|
1,690
|
|
|
1,542
|
|
|
1,459
|
|
|
1,418
|
|
|
1,443
|
|
|||||
Gain on sale of loans
|
564
|
|
|
457
|
|
|
619
|
|
|
601
|
|
|
543
|
|
|||||
Brokerage commissions
|
217
|
|
|
163
|
|
|
172
|
|
|
150
|
|
|
186
|
|
|||||
Bank owned life insurance
|
339
|
|
|
369
|
|
|
322
|
|
|
310
|
|
|
306
|
|
|||||
Gain on investment securities available for sale
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|||||
Gain on sale of other assets held for sale
|
—
|
|
|
—
|
|
|
266
|
|
|
—
|
|
|
—
|
|
|||||
Recoveries on acquired loans previously covered under FDIC-assisted acquisitions
|
—
|
|
|
—
|
|
|
—
|
|
|
163
|
|
|
—
|
|
|||||
Other
|
316
|
|
|
449
|
|
|
438
|
|
|
347
|
|
|
189
|
|
|||||
Total noninterest income
|
$
|
5,224
|
|
|
$
|
4,963
|
|
|
$
|
5,391
|
|
|
$
|
5,070
|
|
|
$
|
4,639
|
|
|
For the Three Months Ended
|
||||||||||||||||||
|
Jun 30, 2018
|
|
Mar 31, 2018
|
|
Dec 31, 2017
|
|
Sep 30, 2017
|
|
Jun 30, 2017
|
||||||||||
|
(dollars in thousands)
|
||||||||||||||||||
Salaries and employee benefits
|
$
|
7,049
|
|
|
$
|
6,684
|
|
|
$
|
6,697
|
|
|
$
|
7,406
|
|
|
$
|
6,530
|
|
Occupancy
|
1,549
|
|
|
1,557
|
|
|
1,474
|
|
|
1,344
|
|
|
1,157
|
|
|||||
Data processing
|
1,279
|
|
|
1,249
|
|
|
1,153
|
|
|
1,174
|
|
|
1,091
|
|
|||||
Legal and professional
|
294
|
|
|
236
|
|
|
305
|
|
|
298
|
|
|
384
|
|
|||||
Marketing
|
438
|
|
|
481
|
|
|
327
|
|
|
424
|
|
|
384
|
|
|||||
Furniture and equipment
|
243
|
|
|
306
|
|
|
239
|
|
|
210
|
|
|
202
|
|
|||||
Postage, office supplies, and printing
|
202
|
|
|
217
|
|
|
229
|
|
|
205
|
|
|
224
|
|
|||||
Core deposit intangible amortization expense
|
169
|
|
|
191
|
|
|
191
|
|
|
140
|
|
|
118
|
|
|||||
Federal insurance premiums and other regulatory fees
|
204
|
|
|
308
|
|
|
188
|
|
|
199
|
|
|
198
|
|
|||||
Net cost (benefit) of operations of other real estate owned
|
8
|
|
|
1
|
|
|
(50
|
)
|
|
(40
|
)
|
|
18
|
|
|||||
Merger-related expenses
|
844
|
|
|
618
|
|
|
309
|
|
|
1,859
|
|
|
—
|
|
|||||
Other
|
988
|
|
|
888
|
|
|
809
|
|
|
1,168
|
|
|
791
|
|
|||||
Total noninterest expense
|
$
|
13,267
|
|
|
$
|
12,736
|
|
|
$
|
11,871
|
|
|
$
|
14,387
|
|
|
$
|
11,097
|
|
|
For the Nine Months Ended June 30,
|
||||||||||||||||||||
|
2018
|
|
2017
|
||||||||||||||||||
|
Average Balance
|
|
Interest
|
|
Average Yield/Cost
(10)
|
|
Average Balance
|
|
Interest
|
|
Average Yield/Cost
(10)
|
||||||||||
|
(dollars in thousands)
|
||||||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-earning deposits in other financial institutions
|
$
|
131,770
|
|
|
$
|
1,459
|
|
|
1.48
|
%
|
|
$
|
102,615
|
|
|
$
|
560
|
|
|
0.73
|
%
|
Certificates of deposit held at other financial institutions
|
5,785
|
|
|
63
|
|
|
1.45
|
|
|
11,427
|
|
|
112
|
|
|
1.31
|
|
||||
FHLB common stock and other equity securities
|
4,062
|
|
|
162
|
|
|
5.31
|
|
|
3,413
|
|
|
119
|
|
|
4.67
|
|
||||
Taxable investment securities
|
177,498
|
|
|
3,082
|
|
|
2.32
|
|
|
192,986
|
|
|
3,236
|
|
|
2.24
|
|
||||
Nontaxable investment securities
(1)
|
1,056
|
|
|
10
|
|
|
1.24
|
|
|
1,588
|
|
|
14
|
|
|
1.15
|
|
||||
Restricted securities
|
279
|
|
|
10
|
|
|
4.67
|
|
|
279
|
|
|
8
|
|
|
3.87
|
|
||||
Loans receivable
(1)(2)(3)(4)
|
1,160,135
|
|
|
43,332
|
|
|
4.98
|
|
|
1,011,408
|
|
|
35,495
|
|
|
4.68
|
|
||||
Accretion, net, of acquired loan discounts
(5)
|
|
|
1,710
|
|
|
0.20
|
|
|
|
|
1,255
|
|
|
0.17
|
|
||||||
Total interest-earning assets
|
1,480,585
|
|
|
49,828
|
|
|
4.49
|
|
|
1,323,716
|
|
|
40,799
|
|
|
4.11
|
|
||||
Total noninterest-earning assets
|
153,537
|
|
|
|
|
|
|
136,939
|
|
|
|
|
|
||||||||
Total assets
|
$
|
1,634,122
|
|
|
|
|
|
|
$
|
1,460,655
|
|
|
|
|
|
||||||
Liabilities and Equity:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest bearing checking
|
$
|
277,661
|
|
|
$
|
376
|
|
|
0.18
|
%
|
|
$
|
252,401
|
|
|
$
|
283
|
|
|
0.15
|
%
|
Bank rewarded checking
|
55,600
|
|
|
83
|
|
|
0.20
|
|
|
53,409
|
|
|
78
|
|
|
0.19
|
|
||||
Savings accounts
|
66,995
|
|
|
20
|
|
|
0.04
|
|
|
63,302
|
|
|
19
|
|
|
0.04
|
|
||||
Money market deposit accounts
|
289,970
|
|
|
1,055
|
|
|
0.49
|
|
|
251,773
|
|
|
567
|
|
|
0.30
|
|
||||
Certificate of deposit accounts
|
401,908
|
|
|
3,000
|
|
|
1.00
|
|
|
381,010
|
|
|
2,559
|
|
|
0.90
|
|
||||
Total interest-bearing deposits
|
1,092,134
|
|
|
4,534
|
|
|
0.55
|
|
|
1,001,895
|
|
|
3,506
|
|
|
0.47
|
|
||||
Borrowed funds
|
60,021
|
|
|
1,102
|
|
|
2.45
|
|
|
50,004
|
|
|
1,078
|
|
|
2.87
|
|
||||
Floating rate junior subordinated debt
|
6,771
|
|
|
428
|
|
|
8.42
|
|
|
6,634
|
|
|
373
|
|
|
7.51
|
|
||||
Total interest-bearing liabilities
|
1,158,926
|
|
|
6,064
|
|
|
0.70
|
|
|
1,058,533
|
|
|
4,957
|
|
|
0.62
|
|
||||
Noninterest-bearing deposits
|
237,589
|
|
|
|
|
|
|
178,159
|
|
|
|
|
|
||||||||
Other noninterest-bearing liabilities
|
17,339
|
|
|
|
|
|
|
16,087
|
|
|
|
|
|
||||||||
Total noninterest-bearing liabilities
|
254,928
|
|
|
|
|
|
|
194,246
|
|
|
|
|
|
||||||||
Total liabilities
|
1,413,854
|
|
|
|
|
|
|
1,252,779
|
|
|
|
|
|
||||||||
Total stockholders' equity
|
220,268
|
|
|
|
|
|
|
207,876
|
|
|
|
|
|
||||||||
Total liabilities and stockholders' equity
|
$
|
1,634,122
|
|
|
|
|
|
|
$
|
1,460,655
|
|
|
|
|
|
||||||
Net interest income
|
|
|
$
|
43,764
|
|
|
|
|
|
|
$
|
35,842
|
|
|
|
||||||
Net interest earning assets
(6)
|
|
|
$
|
321,659
|
|
|
|
|
|
|
$
|
265,183
|
|
|
|
||||||
Net interest rate spread
(7)
|
|
|
|
|
3.79
|
%
|
|
|
|
|
|
3.49
|
%
|
||||||||
Net interest margin
(8)
|
|
|
|
|
3.94
|
%
|
|
|
|
|
|
3.61
|
%
|
||||||||
Impact of purchase accounting on net interest margin
(9)
|
|
|
|
|
0.16
|
%
|
|
|
|
|
|
0.13
|
%
|
||||||||
Ratio of average interest-earning assets to average interest-bearing liabilities
|
|
|
|
|
127.75
|
%
|
|
|
|
|
|
125.05
|
%
|
(1)
|
Tax exempt or tax-advantaged securities and loans are shown at their contractual yields and are not shown at a tax equivalent yield.
|
(2)
|
Includes net loan fees deferred and accreted pursuant to applicable accounting requirements.
|
(3)
|
Interest income on loans is interest income as recorded in the income statement and, therefore, does not include interest income on nonaccrual loans.
|
(4)
|
Interest income on loans excludes discount accretion and amortization of the indemnification asset.
|
(5)
|
Accretion of accretable purchase discount on loans acquired.
|
(6)
|
Net interest-earning assets represent total average interest-earning assets less total average interest-bearing liabilities.
|
(7)
|
Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
|
(8)
|
Net interest margin represents net interest income as a percentage of average interest-earning assets.
|
(9)
|
Impact on net interest margin when excluding accretion income and average accretable discounts.
|
(10)
|
Annualized.
|
|
For the Nine Months Ended June 30, 2018
Compared to the Nine Months Ended June 30, 2017 |
||||||||||||||
|
Increase/(Decrease) Due to
|
||||||||||||||
|
Volume
|
|
Rate
|
|
Combined
|
|
Net
|
||||||||
|
(dollars in thousands)
|
||||||||||||||
Interest Income:
|
|
|
|
|
|
|
|
||||||||
Interest-earning deposits in other financial institutions
|
$
|
159
|
|
|
$
|
576
|
|
|
$
|
164
|
|
|
$
|
899
|
|
Certificates of deposit held at other financial institutions
|
(55
|
)
|
|
12
|
|
|
(6
|
)
|
|
(49
|
)
|
||||
FHLB common stock and other equity securities
|
23
|
|
|
17
|
|
|
3
|
|
|
43
|
|
||||
Taxable investment securities
|
(260
|
)
|
|
115
|
|
|
(9
|
)
|
|
(154
|
)
|
||||
Nontaxable investment securities
|
(5
|
)
|
|
1
|
|
|
—
|
|
|
(4
|
)
|
||||
Restricted securities
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
||||
Loans receivable
|
5,404
|
|
|
2,518
|
|
|
370
|
|
|
8,292
|
|
||||
Total interest-earning assets
|
$
|
5,266
|
|
|
$
|
3,241
|
|
|
$
|
522
|
|
|
$
|
9,029
|
|
Interest Expense:
|
|
|
|
|
|
|
|
||||||||
Checking accounts
|
$
|
32
|
|
|
$
|
60
|
|
|
$
|
6
|
|
|
$
|
98
|
|
Savings accounts
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||
Money market deposit accounts
|
86
|
|
|
349
|
|
|
53
|
|
|
488
|
|
||||
Certificate of deposit accounts
|
140
|
|
|
285
|
|
|
16
|
|
|
441
|
|
||||
Total interest-bearing deposits
|
259
|
|
|
694
|
|
|
75
|
|
|
1,028
|
|
||||
Borrowed funds
|
216
|
|
|
(160
|
)
|
|
(32
|
)
|
|
24
|
|
||||
Floating rate junior subordinated debt
|
8
|
|
|
46
|
|
|
1
|
|
|
55
|
|
||||
Total interest-bearing liabilities
|
$
|
483
|
|
|
$
|
580
|
|
|
$
|
44
|
|
|
$
|
1,107
|
|
Net change in net interest income
|
$
|
4,783
|
|
|
$
|
2,661
|
|
|
$
|
478
|
|
|
$
|
7,922
|
|
|
June 30, 2018
|
|
September 30, 2017
|
||||
|
(dollars in thousands)
|
||||||
Nonaccrual loans:
(1) (2)
|
|
|
|
||||
1-4 family residential real estate
|
$
|
348
|
|
|
$
|
293
|
|
Commercial real estate
|
772
|
|
|
1,327
|
|
||
Commercial
|
224
|
|
|
40
|
|
||
Real estate construction
|
—
|
|
|
—
|
|
||
Consumer and other loans
|
23
|
|
|
—
|
|
||
Total nonaccrual loans
|
1,367
|
|
|
1,660
|
|
||
Loans delinquent 90 days or greater and still accruing:
(3)
|
|
|
|
||||
1-4 family residential real estate
|
154
|
|
|
46
|
|
||
Commercial real estate
|
—
|
|
|
—
|
|
||
Commercial
|
—
|
|
|
—
|
|
||
Real estate construction
|
—
|
|
|
—
|
|
||
Consumer and other loans
|
87
|
|
|
—
|
|
||
Total loans delinquent 90 days or greater and still accruing
|
241
|
|
|
46
|
|
||
Total nonperforming loans
|
1,608
|
|
|
1,706
|
|
||
Other real estate owned:
|
|
|
|
||||
1-4 family residential real estate
|
228
|
|
|
224
|
|
||
Commercial real estate
|
—
|
|
|
1,213
|
|
||
Commercial
|
—
|
|
|
|
|||
Real estate construction
|
—
|
|
|
|
|||
Consumer and other loans
|
—
|
|
|
|
|||
Total real estate owned
|
228
|
|
|
1,437
|
|
||
Total nonperforming assets
|
$
|
1,836
|
|
|
$
|
3,143
|
|
Ratios:
|
|
|
|
||||
Nonperforming loans as a percentage of total loans, gross
|
0.14
|
%
|
|
0.15
|
%
|
||
Nonperforming assets as a percentage of total assets
|
0.11
|
%
|
|
0.19
|
%
|
(1)
|
Included in nonaccrual loans is
$374,000
and
$92,000
of non-accruing troubled debt restructured loans at
June 30, 2018
and
September 30, 2017
, respectively.
|
(2)
|
Acquired FAS ASC 310-30 loans that were previously covered under loss share agreements with the FDIC, as well as our acquisition of CBS, and have associated accretable discount remaining, in the amount of
$0
and
$888,000
are excluded from this table as of
June 30, 2018
and
September 30, 2017
, respectively. Due to the recognition of accretion income that was established at the time of acquisition, FAS ASC 310-30 loans that were greater than 90 days delinquent or otherwise considered nonperforming loans are regarded as performing loans for reporting purposes.
|
(3)
|
No acquired loans are excluded from this section at
June 30, 2018
and
September 30, 2017
, respectively. These loans, which are accounted for under ASC 310-30, are reported as performing loans because of the ongoing recognition of accretion income established at the time of acquisition.
|
|
Nine Months Ended June 30, 2018
|
||||||||||||||||||||||||||
|
1-4 family real estate
|
|
Commercial real estate
|
|
Commercial
|
|
Real estate construction
|
|
Consumer and other
|
|
Unallocated
|
|
Total
|
||||||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Beginning balance
|
$
|
663,061
|
|
|
$
|
7,820,078
|
|
|
$
|
776,551
|
|
|
$
|
482,665
|
|
|
$
|
196,037
|
|
|
$
|
1,140,030
|
|
|
$
|
11,078,422
|
|
Charge-offs
|
(193,298
|
)
|
|
(194,204
|
)
|
|
(128,926
|
)
|
|
—
|
|
|
(11,589
|
)
|
|
—
|
|
|
(528,017
|
)
|
|||||||
Recoveries
|
147,175
|
|
|
636,742
|
|
|
397,564
|
|
|
—
|
|
|
114,775
|
|
|
—
|
|
|
1,296,256
|
|
|||||||
Provision
|
84,924
|
|
|
(124,243
|
)
|
|
(398,002
|
)
|
|
172,128
|
|
|
(95,903
|
)
|
|
11,096
|
|
|
(350,000
|
)
|
|||||||
Ending balance
|
$
|
701,862
|
|
|
$
|
8,138,373
|
|
|
$
|
647,187
|
|
|
$
|
654,793
|
|
|
$
|
203,320
|
|
|
$
|
1,151,126
|
|
|
$
|
11,496,661
|
|
Amounts allocated to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Individually evaluated for impairment
|
$
|
8,020
|
|
|
$
|
1,199,353
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
44,076
|
|
|
$
|
—
|
|
|
$
|
1,251,449
|
|
Other loans not individually evaluated
|
693,842
|
|
|
6,939,020
|
|
|
647,187
|
|
|
654,793
|
|
|
159,244
|
|
|
1,151,126
|
|
|
10,245,212
|
|
|||||||
Ending balance
|
$
|
701,862
|
|
|
$
|
8,138,373
|
|
|
$
|
647,187
|
|
|
$
|
654,793
|
|
|
$
|
203,320
|
|
|
$
|
1,151,126
|
|
|
$
|
11,496,661
|
|
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Amounts collectively evaluated for impairment
|
$
|
243,877,700
|
|
|
$
|
656,852,264
|
|
|
$
|
99,542,431
|
|
|
$
|
101,570,279
|
|
|
$
|
36,673,924
|
|
|
|
|
$
|
1,138,516,598
|
|
||
Amounts individually evaluated for impairment
|
1,051,428
|
|
|
8,558,786
|
|
|
224,157
|
|
|
—
|
|
|
135,920
|
|
|
|
|
9,970,291
|
|
||||||||
Amounts related to loans acquired with deteriorated credit quality
|
1,661,929
|
|
|
10,988,295
|
|
|
3,169,690
|
|
|
—
|
|
|
—
|
|
|
|
|
15,819,914
|
|
||||||||
Ending balance
|
$
|
246,591,057
|
|
|
$
|
676,399,345
|
|
|
$
|
102,936,278
|
|
|
$
|
101,570,279
|
|
|
$
|
36,809,844
|
|
|
|
|
$
|
1,164,306,803
|
|
|
|
Actual
|
|
For Capital Adequacy Purposes
|
|
To be Well Capitalized Under Prompt Corrective Action Provisions
|
|||||||||||||||
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
|
|
(dollars in thousands)
|
|||||||||||||||||||
June 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total risk-based capital (to risk-weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
$
|
203,711
|
|
|
16.64
|
%
|
|
$
|
97,932
|
|
|
8.00
|
%
|
|
$
|
122,416
|
|
|
10.00
|
%
|
CharterBank
|
|
192,050
|
|
|
15.70
|
|
|
97,856
|
|
|
8.00
|
|
|
122,320
|
|
|
10.00
|
|
|||
Tier 1 risk-based capital (to risk-weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
192,214
|
|
|
15.70
|
|
|
73,449
|
|
|
6.00
|
|
|
97,932
|
|
|
8.00
|
|
|||
CharterBank
|
|
180,553
|
|
|
14.76
|
|
|
73,392
|
|
|
6.00
|
|
|
97,856
|
|
|
8.00
|
|
|||
Common equity tier 1 risk-based capital (to risk-weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
185,387
|
|
|
15.14
|
|
|
55,087
|
|
|
4.50
|
|
|
79,570
|
|
|
6.50
|
|
|||
CharterBank
|
|
180,553
|
|
|
14.76
|
|
|
55,044
|
|
|
4.50
|
|
|
79,508
|
|
|
6.50
|
|
|||
Tier 1 leverage (to average assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
192,214
|
|
|
12.01
|
|
|
64,027
|
|
|
4.00
|
|
|
80,034
|
|
|
5.00
|
|
|||
CharterBank
|
|
180,553
|
|
|
11.29
|
|
|
63,943
|
|
|
4.00
|
|
|
79,928
|
|
|
5.00
|
|
|||
September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total risk-based capital (to risk-weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
$
|
190,900
|
|
|
15.79
|
%
|
|
$
|
96,711
|
|
|
8.00
|
%
|
|
$
|
120,889
|
|
|
10.00
|
%
|
CharterBank
|
|
174,269
|
|
|
14.45
|
|
|
96,484
|
|
|
8.00
|
|
|
120,605
|
|
|
10.00
|
|
|||
Tier 1 risk-based capital (to risk-weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
179,822
|
|
|
14.87
|
|
|
72,534
|
|
|
6.00
|
|
|
96,711
|
|
|
8.00
|
|
|||
CharterBank
|
|
163,191
|
|
|
13.53
|
|
|
72,363
|
|
|
6.00
|
|
|
96,484
|
|
|
8.00
|
|
|||
Common equity tier 1 risk-based capital (to risk-weighted assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
173,097
|
|
|
14.32
|
|
|
54,400
|
|
|
4.50
|
|
|
78,578
|
|
|
6.50
|
|
|||
CharterBank
|
|
163,191
|
|
|
13.53
|
|
|
54,272
|
|
|
4.50
|
|
|
78,393
|
|
|
6.50
|
|
|||
Tier 1 leverage (to average assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Charter Financial Corporation
|
|
179,822
|
|
|
12.05
|
|
|
59,709
|
|
|
4.00
|
|
|
74,636
|
|
|
5.00
|
|
|||
CharterBank
|
|
163,191
|
|
|
10.96
|
|
|
59,575
|
|
|
4.00
|
|
|
74,469
|
|
|
5.00
|
|
|
For the Quarters Ended
|
||||||||||||||||||
|
6/30/2018
|
|
3/31/2018
|
|
12/31/2017
|
|
9/30/2017
|
|
6/30/2017
|
||||||||||
Total Core Deposits
|
|
|
|
|
|
|
|
|
|
||||||||||
Total deposits
|
$
|
1,317,738,045
|
|
|
$
|
1,349,260,830
|
|
|
$
|
1,343,997,345
|
|
|
$
|
1,339,143,287
|
|
|
$
|
1,194,253,739
|
|
Retail certificates of deposit $250,000 and over
|
46,445,402
|
|
|
50,060,752
|
|
|
52,196,679
|
|
|
54,479,571
|
|
|
41,267,481
|
|
|||||
Wholesale certificates of deposit
|
34,120,805
|
|
|
34,111,346
|
|
|
36,827,040
|
|
|
39,201,460
|
|
|
36,804,579
|
|
|||||
Total core deposits (Non-GAAP)
|
$
|
1,237,171,838
|
|
|
$
|
1,265,088,732
|
|
|
$
|
1,254,973,626
|
|
|
$
|
1,245,462,256
|
|
|
$
|
1,116,181,679
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Tangible Book Value Per Share
|
|
|
|
|
|
|
|
|
|
||||||||||
Book value per share
|
$
|
14.70
|
|
|
$
|
14.64
|
|
|
$
|
14.42
|
|
|
$
|
14.17
|
|
|
$
|
14.03
|
|
Effect to adjust for goodwill and other intangible assets
|
(2.78
|
)
|
|
(2.81
|
)
|
|
(2.83
|
)
|
|
(2.84
|
)
|
|
(2.11
|
)
|
|||||
Tangible book value per share (Non-GAAP)
|
$
|
11.92
|
|
|
$
|
11.83
|
|
|
$
|
11.59
|
|
|
$
|
11.33
|
|
|
$
|
11.92
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Tangible Common Equity Ratio
|
|
|
|
|
|
|
|
|
|
||||||||||
Total equity to total assets
|
13.80
|
%
|
|
13.40
|
%
|
|
13.27
|
%
|
|
13.06
|
%
|
|
14.33
|
%
|
|||||
Effect to adjust for goodwill and other intangible assets
|
(2.31
|
)
|
|
(2.29
|
)
|
|
(2.31
|
)
|
|
(2.34
|
)
|
|
(1.90
|
)
|
|||||
Tangible common equity ratio (Non-GAAP)
|
11.49
|
%
|
|
11.11
|
%
|
|
10.96
|
%
|
|
10.72
|
%
|
|
12.43
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Return On Average Tangible Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Return on average equity
|
8.29
|
%
|
|
9.56
|
%
|
|
8.10
|
%
|
|
4.77
|
%
|
|
6.65
|
%
|
|||||
Effect to adjust for goodwill and other intangible assets
|
1.94
|
|
|
2.30
|
|
|
2.00
|
|
|
0.95
|
|
|
1.19
|
|
|||||
Return on average tangible equity (Non-GAAP)
|
10.23
|
%
|
|
11.86
|
%
|
|
10.10
|
%
|
|
5.72
|
%
|
|
7.84
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest Income Less Purchase Discount Accretion
|
|
|
|
|
|
|
|
|
|
||||||||||
Total interest income
|
$
|
16,884,057
|
|
|
$
|
16,664,323
|
|
|
$
|
16,279,831
|
|
|
$
|
15,062,071
|
|
|
$
|
13,626,887
|
|
Purchase discount accretion
|
576,399
|
|
|
798,722
|
|
|
335,154
|
|
|
486,471
|
|
|
173,014
|
|
|||||
Interest income less purchase discount accretion (Non-GAAP)
|
$
|
16,307,658
|
|
|
$
|
15,865,601
|
|
|
$
|
15,944,677
|
|
|
$
|
14,575,600
|
|
|
$
|
13,453,873
|
|
|
For the Nine Months Ended
|
||||||
|
6/30/2018
|
|
6/30/2017
|
||||
Total Core Deposits
|
|
|
|
||||
Total deposits
|
$
|
1,317,738,045
|
|
|
$
|
1,194,253,739
|
|
Retail certificates of deposit $250,000 and over
|
46,445,402
|
|
|
41,267,481
|
|
||
Wholesale certificates of deposit
|
34,120,805
|
|
|
36,804,579
|
|
||
Total core deposits (Non-GAAP)
|
$
|
1,237,171,838
|
|
|
$
|
1,116,181,679
|
|
|
|
|
|
||||
Tangible Book Value Per Share
|
|
|
|
||||
Book value per share
|
$
|
14.70
|
|
|
$
|
14.03
|
|
Effect to adjust for goodwill and other intangible assets
|
(2.78
|
)
|
|
(2.11
|
)
|
||
Tangible book value per share (Non-GAAP)
|
$
|
11.92
|
|
|
$
|
11.92
|
|
|
|
|
|
||||
Tangible Common Equity Ratio
|
|
|
|
||||
Total equity to total assets
|
13.80
|
%
|
|
14.33
|
%
|
||
Effect to adjust for goodwill and other intangible assets
|
(2.31
|
)
|
|
(1.90
|
)
|
||
Tangible common equity ratio (Non-GAAP)
|
11.49
|
%
|
|
12.43
|
%
|
||
|
|
|
|
||||
Return On Average Tangible Equity
|
|
|
|
||||
Return on average equity
|
8.65
|
%
|
|
7.62
|
%
|
||
Effect to adjust for goodwill and other intangible assets
|
2.08
|
|
|
1.40
|
|
||
Return on average tangible equity (Non-GAAP)
|
10.73
|
%
|
|
9.02
|
%
|
||
|
|
|
|
||||
Interest Income Less Purchase Discount Accretion
|
|
|
|
||||
Total interest income
|
$
|
49,828,211
|
|
|
$
|
40,799,290
|
|
Purchase discount accretion
|
1,710,275
|
|
|
1,255,154
|
|
||
Interest income less purchase discount accretion (Non-GAAP)
|
$
|
48,117,936
|
|
|
$
|
39,544,136
|
|
•
|
selling fixed rate mortgages that we originate to both the primary and secondary market;
|
•
|
maintaining the diversity of our existing loan portfolio by originating commercial real estate and consumer loans, which typically have adjustable rates and/or shorter terms than residential mortgages;
|
•
|
emphasizing loans with adjustable interest rates;
|
•
|
maintaining fixed rate borrowings from the FHLB of Atlanta; and
|
•
|
increasing retail transaction deposit accounts, which typically have long durations.
|
Change in Interest Rates (bp)
(1)
|
|
Estimated NPV
(2)
|
|
Estimated Increase (Decrease) in NPV
|
|
Percentage Change in NPV
|
|
NPV Ratio as a Percent of
Present Value of Assets
(3)(4)
|
|
Increase (Decrease) in NPV Ratio as a
Percent or Present Value of Assets
(3)(4)
|
||||
(dollars in thousands)
|
||||||||||||||
300
|
|
$
|
326,832
|
|
|
$
|
16,602
|
|
|
5.4%
|
|
20.2%
|
|
1.0%
|
200
|
|
$
|
322,190
|
|
|
$
|
11,960
|
|
|
3.9%
|
|
20.0%
|
|
0.8%
|
100
|
|
$
|
316,703
|
|
|
$
|
6,473
|
|
|
2.1%
|
|
19.6%
|
|
0.4%
|
—
|
|
$
|
310,230
|
|
|
$
|
—
|
|
|
—%
|
|
19.2%
|
|
—%
|
(100)
|
|
$
|
292,802
|
|
|
$
|
(17,428
|
)
|
|
(5.6)%
|
|
18.1%
|
|
(1.1)%
|
(1)
|
Assumes an instantaneous uniform change in interest rates at all maturities.
|
(2)
|
NPV is the difference between the present value of an institution’s assets and liabilities.
|
(3)
|
Present value of assets represents the discounted present value of incoming cash flows on interest-earning assets.
|
(4)
|
NPV Ratio represents NPV divided by the present value of assets.
|
(a)
|
Not applicable
|
(b)
|
Not applicable
|
(c)
|
During the quarter ended
June 30, 2018
, the Company did not repurchase any shares as part of its publicly announced share repurchase program. In December 2015, the Company's Board of Directors approved a stock repurchase program, the fifth approved and announced program since December 2013, allowing the repurchase of up to
800,000
shares, or
|
Exhibit No.
|
|
Description
|
|
|
|
|
Agreement and Plan of Merger, dated as of April 24, 2018, by and among Charter Financial Corporation and CenterState Bank Corporation
(1)
|
|
|
|
|
|
Articles of Incorporation of Charter Financial Corporation
(2)
|
|
|
|
|
|
Bylaws of Charter Financial Corporation
(3)
|
|
|
|
|
|
Amendment to the Bylaws of Charter Financial Corporation
(4)
|
|
|
|
|
|
Specimen Stock Certificate of Charter Financial Corporation
(5)
|
|
|
|
|
|
Rule 13a-14(a)/15d-14(c) Certification of Chief Executive Officer
|
|
|
|
|
|
Rule 13a-14(a)/15d-14(c) Certification of Chief Financial Officer
|
|
|
|
|
|
Section 1350 Certifications
|
|
|
|
|
101
|
|
Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Condensed Consolidated Statements of Financial Condition as of June 30, 2018 and September 30, 2017, (ii) the Unaudited Condensed Consolidated Statements of Income for the three and nine months ended June 30, 2018 and 2017, (iii) the Unaudited Condensed Consolidated Statement of Changes in Stockholders’ Equity for the nine months ended June 30, 2018 (iv) the Unaudited Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended June 30, 2018 and 2017, (v) the Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended June 30, 2018 and 2017, and (vi) the Notes to the Unaudited Condensed Consolidated Financial Statements.
|
(1)
|
Incorporated by reference to Exhibit 2.3 to the Quarterly Report on Form 10-Q of Charter Financial Corporation originally filed with the Securities and Exchange Commission on May 9, 2018.
|
(2)
|
Incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 (File No. 333-185482) of Charter Financial Corporation originally filed with the Securities and Exchange Commission on December 14, 2012.
|
(3)
|
Incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-1 (File No. 333-185482) of Charter Financial Corporation originally filed with the Securities and Exchange Commission on December 14, 2012.
|
(4)
|
Incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of Charter Financial Corporation originally filed with the Securities and Exchange Commission on April 24, 2018.
|
(5)
|
Incorporated by reference to Exhibit 4.0 to the Registration Statement on Form S-1 (File No. 333-185482) of Charter Financial Corporation originally filed with the Securities and Exchange Commission on December 14, 2012.
|
|
|
CHARTER FINANCIAL CORPORATION
|
|
|
|
|
|
|
|
Date:
|
August 8, 2018
|
By:
|
/s/ Robert L. Johnson
|
|
|
|
|
Robert L. Johnson
|
|
|
|
|
Chairman and Chief Executive Officer
|
|
|
|
|
|
|
Date:
|
August 8, 2018
|
By:
|
/s/ Curtis R. Kollar
|
|
|
|
|
Curtis R. Kollar
|
|
|
|
|
Senior Vice President and Chief Financial Officer
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Charter Financial Corporation;
|
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(s) 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 subsidiary, 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(s) 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:
|
August 8, 2018
|
/s/ Robert L. Johnson
|
|
|
|
Robert L. Johnson
|
|
|
|
Chairman and Chief Executive Officer
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Charter Financial Corporation;
|
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(s) 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 subsidiary, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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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;
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(c)
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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
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(d)
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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
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5.
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The registrant’s other certifying officer(s) 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):
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(a)
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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
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(b)
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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.
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Date:
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August 8, 2018
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/s/ Curtis R. Kollar
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Curtis R. Kollar
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Senior Vice President and Chief Financial Officer
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the period covered by the Report.
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Date:
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August 8, 2018
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/s/ Robert L. Johnson
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Robert L. Johnson
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Chairman and Chief Executive Officer
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Date:
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August 8, 2018
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/s/ Curtis R. Kollar
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Curtis R. Kollar
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Senior Vice President and Chief Financial Officer
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