UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES |
EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 30, 2011
or
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES |
EXCHANGE ACT OF 1934
For the Transition Period From To
Commission File Number: 000-30421
HANMI FINANCIAL CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware | 95-4788120 | |
(State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification No.) | |
3660 Wilshire Boulevard, Penthouse Suite A Los Angeles, California |
90010 | |
(Address of Principal Executive Offices) | (Zip Code) |
(213) 382-2200
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former Name, Former Address and Former Fiscal Year, If Changed Since Last Report)
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files). Yes x No ¨
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer | ¨ | Accelerated Filer | x | |||
Non-Accelerated Filer | ¨ (Do Not Check if a Smaller Reporting Company) | Smaller Reporting Company | ¨ |
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ¨ No x
As of November 1, 2011, there were 151,278,390 outstanding shares of the Registrants Common Stock.
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
QUARTERLY REPORT ON FORM 10-Q
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010
Page | ||||||
PART I FINANCIAL INFORMATION | ||||||
ITEM 1. |
FINANCIAL STATEMENTS | |||||
1 | ||||||
2 | ||||||
3 | ||||||
4 | ||||||
5 | ||||||
ITEM 2. |
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 43 | ||||
ITEM 3. |
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 76 | ||||
ITEM 4. |
CONTROLS AND PROCEDURES | 76 | ||||
PART II OTHER INFORMATION | ||||||
ITEM 1. |
LEGAL PROCEEDINGS | 77 | ||||
ITEM 1A. |
RISK FACTORS | 77 | ||||
ITEM 2. |
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS | 79 | ||||
ITEM 3. |
DEFAULTS UPON SENIOR SECURITIES | 79 | ||||
ITEM 4. |
REMOVED AND RESERVED | 79 | ||||
ITEM 5. |
OTHER INFORMATION | 79 | ||||
ITEM 6. |
EXHIBITS | 80 | ||||
SIGNATURES |
81 |
PART I FINANCIAL INFORMATION
ITEM 1. | FINANCIAL STATEMENTS |
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETSCONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In Thousands, Except Share Data)
September 30, 2011 |
December 31, 2010 |
|||||||
ASSETS | ||||||||
Cash and Due From Banks |
$ | 72,591 | $ | 60,983 | ||||
Interest-Bearing Deposits in Other Banks |
156,271 | 158,737 | ||||||
Federal Funds Sold |
| 30,000 | ||||||
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Cash and Cash Equivalents |
228,862 | 249,720 | ||||||
Securities Held to Maturity, at Amortized Cost (Fair Value of $52,560 as of September 30, 2011 and $847 as of December 31, 2010) |
52,638 | 845 | ||||||
Investment Securities Available for Sale, at Fair Value (Amortized Cost of $358,562 as of September 30, 2011 and $415,491 as of December 31, 2010) |
363,060 | 413,118 | ||||||
Loans Receivable, Net of Allowance for Loan Losses of $100,792 as of September 30, 2011 and $146,059 as of December 31, 2010 |
1,891,533 | 2,084,447 | ||||||
Loans Held for Sale, at the Lower of Cost or Fair Value |
37,202 | 36,620 | ||||||
Accrued Interest Receivable |
7,225 | 8,048 | ||||||
Premises and Equipment, Net |
16,627 | 17,599 | ||||||
Other Real Estate Owned, Net |
289 | 4,089 | ||||||
Customers Liability on Acceptances |
599 | 711 | ||||||
Servicing Assets |
2,884 | 2,890 | ||||||
Other Intangible Assets, Net |
1,664 | 2,233 | ||||||
Investment in Federal Home Loan Bank Stock, at Cost |
23,962 | 27,282 | ||||||
Investment in Federal Reserve Bank Stock, at Cost |
7,489 | 7,449 | ||||||
Income Taxes Receivable |
9,188 | 9,188 | ||||||
Bank-Owned Life Insurance |
28,051 | 27,350 | ||||||
Other Assets |
15,297 | 15,559 | ||||||
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TOTAL ASSETS |
$ | 2,686,570 | $ | 2,907,148 | ||||
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LIABILITIES AND STOCKHOLDERS EQUITY | ||||||||
LIABILITIES: |
||||||||
Deposits: |
||||||||
Noninterest-Bearing |
$ | 621,195 | $ | 546,815 | ||||
Interest-Bearing |
1,731,974 | 1,919,906 | ||||||
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Total Deposits |
2,353,169 | 2,466,721 | ||||||
Accrued Interest Payable |
13,490 | 15,966 | ||||||
Banks Liability on Acceptances |
599 | 711 | ||||||
Federal Home Loan Bank Advances |
3,392 | 153,650 | ||||||
Other Borrowings |
18,708 | 1,570 | ||||||
Junior Subordinated Debentures |
82,406 | 82,406 | ||||||
Accrued Expenses and Other Liabilities |
11,603 | 12,868 | ||||||
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Total Liabilities |
2,483,367 | 2,733,892 | ||||||
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COMMITMENTS AND CONTINGENCIES |
||||||||
STOCKHOLDERS EQUITY: |
||||||||
Common Stock, $0.001 Par Value; Authorized 500,000,000 Shares; Issued 155,890,890 Shares (151,258,390 Shares Outstanding) and 155,830,890 Shares (151,198,390 Shares Outstanding) as of September 30, 2011 and December 31, 2010, respectively |
156 | 156 | ||||||
Additional Paid-In Capital |
472,748 | 472,335 | ||||||
Unearned Compensation |
(192 | ) | (219 | ) | ||||
Accumulated Other Comprehensive Income (Loss) Unrealized Gain (Loss) on Securities Available for Sale and Interest-Only Strips, Net of Income Taxes of $602 as of September 30, 2011 and December 31, 2010 |
3,902 | (2,964 | ) | |||||
Accumulated Deficit |
(203,399 | ) | (226,040 | ) | ||||
Less Treasury Stock, at Cost: 4,632,500 Shares as of September 30, 2011 and December 31, 2010 |
(70,012 | ) | (70,012 | ) | ||||
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Total Stockholders Equity |
203,203 | 173,256 | ||||||
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|||||
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
$ | 2,686,570 | $ | 2,907,148 | ||||
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|
See Accompanying Notes to Consolidated Financial Statements (Unaudited).
1
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONSCONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in Thousands, Except Per Share Data)
Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
INTEREST AND DIVIDEND INCOME: |
||||||||||||||||
Interest and Fees on Loans |
$ | 29,355 | $ | 33,681 | $ | 89,509 | $ | 104,862 | ||||||||
Taxable Interest on Investment Securities |
2,022 | 1,592 | 7,789 | 4,035 | ||||||||||||
Tax-Exempt Interest on Investment Securities |
39 | 62 | 116 | 216 | ||||||||||||
Dividends on Federal Reserve Bank Stock |
112 | 102 | 336 | 323 | ||||||||||||
Dividends on Federal Home Loan Bank Stock |
17 | 33 | 58 | 74 | ||||||||||||
Interest on Interest-Bearing Deposits in Other Banks |
75 | 165 | 243 | 319 | ||||||||||||
Interest on Federal Funds Sold and Securities Purchased Under Resale Agreements |
5 | 8 | 22 | 41 | ||||||||||||
Interest on Term Federal Funds Sold |
49 | 32 | 94 | 29 | ||||||||||||
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Total Interest and Dividend Income |
31,674 | 35,675 | 98,167 | 109,899 | ||||||||||||
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INTEREST EXPENSE: |
||||||||||||||||
Interest on Deposits |
5,730 | 8,299 | 18,657 | 26,816 | ||||||||||||
Interest on Federal Home Loan Bank Advances |
46 | 342 | 618 | 1,027 | ||||||||||||
Interest on Other Borrowings |
| 22 | 1 | 53 | ||||||||||||
Interest on Junior Subordinated Debentures |
739 | 739 | 2,148 | 2,100 | ||||||||||||
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Total Interest Expense |
6,515 | 9,402 | 21,424 | 29,996 | ||||||||||||
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NET INTEREST INCOME BEFORE PROVISION FOR CREDIT LOSSES |
25,159 | 26,273 | 76,743 | 79,903 | ||||||||||||
Provision for Credit Losses |
8,100 | 22,000 | 8,100 | 117,496 | ||||||||||||
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NET INTEREST INCOME (LOSS) AFTER PROVISION FOR CREDIT LOSSES |
17,059 | 4,273 | 68,643 | (37,593 | ) | |||||||||||
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NON-INTEREST INCOME: |
||||||||||||||||
Service Charges on Deposit Accounts |
3,225 | 3,442 | 9,644 | 10,770 | ||||||||||||
Insurance Commissions |
940 | 1,089 | 3,403 | 3,573 | ||||||||||||
Remittance Fees |
469 | 484 | 1,430 | 1,469 | ||||||||||||
Trade Finance Fees |
341 | 381 | 966 | 1,144 | ||||||||||||
Other Service Charges and Fees |
389 | 409 | 1,090 | 1,193 | ||||||||||||
Bank-Owned Life Insurance Income |
237 | 237 | 700 | 703 | ||||||||||||
Net Gain on Sales of Investment Securities |
1,704 | 4 | 1,634 | 117 | ||||||||||||
Net Gain (Loss) on Sales of Loans |
(1,445 | ) | 229 | (1,860 | ) | 443 | ||||||||||
Impairment Loss on Investment Securities: |
||||||||||||||||
Total Other-than-temporary Impairment Loss on Investment Securities |
| (790 | ) | | (790 | ) | ||||||||||
Less: Portion of Loss Recognized in Other Comprehensive Income |
| | | | ||||||||||||
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Net Impairment Loss Recognized in Earnings |
| (790 | ) | | (790 | ) | ||||||||||
Other Operating Income |
118 | 186 | 496 | 731 | ||||||||||||
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Total Non-Interest Income |
5,978 | 5,671 | 17,503 | 19,353 | ||||||||||||
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NON-INTEREST EXPENSE: |
||||||||||||||||
Salaries and Employee Benefits |
8,146 | 9,552 | 26,032 | 27,349 | ||||||||||||
Deposit Insurance Premiums and Regulatory Assessments |
1,552 | 2,253 | 4,999 | 8,552 | ||||||||||||
Occupancy and Equipment |
2,605 | 2,702 | 7,820 | 8,101 | ||||||||||||
Other Real Estate Owned Expense |
(86 | ) | 2,580 | 1,549 | 9,998 | |||||||||||
Data Processing |
1,383 | 1,446 | 4,269 | 4,432 | ||||||||||||
Professional Fees |
1,147 | 753 | 3,074 | 2,841 | ||||||||||||
Directors and Officers Liability Insurance |
737 | 716 | 2,204 | 2,149 | ||||||||||||
Supplies and Communication |
712 | 683 | 1,786 | 1,774 | ||||||||||||
Advertising and Promotion |
631 | 567 | 2,105 | 1,605 | ||||||||||||
Loan-Related Expense |
222 | 322 | 631 | 939 | ||||||||||||
Amortization of Other Intangible Assets |
161 | 273 | 569 | 902 | ||||||||||||
Expenses Related to Unconsummated Capital Offerings |
| | 2,220 | | ||||||||||||
Other Operating Expenses |
1,642 | 2,232 | 5,541 | 6,428 | ||||||||||||
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Total Non-Interest Expense |
18,852 | 24,079 | 62,799 | 75,070 | ||||||||||||
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INCOME (LOSS) BEFORE PROVISION (BENEFIT) FOR INCOME TAXES |
4,185 | (14,135 | ) | 23,347 | (93,310 | ) | ||||||||||
Provision (Benefit) for Income Taxes |
(18 | ) | 442 | 706 | 11 | |||||||||||
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NET INCOME (LOSS) |
$ | 4,203 | $ | (14,577 | ) | $ | 22,641 | $ | (93,321 | ) | ||||||
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EARNINGS (LOSS) PER SHARE: |
||||||||||||||||
Basic |
$ | 0.03 | $ | (0.12 | ) | $ | 0.15 | $ | (1.24 | ) | ||||||
Diluted |
$ | 0.03 | $ | (0.12 | ) | $ | 0.15 | $ | (1.24 | ) | ||||||
WEIGHTED-AVERAGE SHARES OUTSTANDING: |
||||||||||||||||
Basic |
151,107,790 | 122,789,120 | 151,091,317 | 75,204,528 | ||||||||||||
Diluted |
151,258,390 | 122,789,120 | 151,246,741 | 75,204,528 | ||||||||||||
DIVIDENDS DECLARED PER SHARE |
$ | | $ | | $ | | $ | |
See Accompanying Notes to Consolidated Financial Statements (Unaudited).
2
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME (LOSS)CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
(In Thousands; Except Share Data)
Common Stock Number of Shares | Stockholders Equity | |||||||||||||||||||||||||||||||||||||||
Issued | Treasury Stock |
Outstanding | Common Stock |
Additional Paid-In Capital |
Unearned Compensation |
Accumulated Other Comprehensive Income (Loss) |
Retained Earnings (Deficit) |
Treasury Stock, at Cost |
Total Stockholders Equity |
|||||||||||||||||||||||||||||||
BALANCE AS OF |
55,814,890 | (4,632,500 | ) | 51,182,390 | $ | 56 | $ | 357,174 | $ | (302 | ) | $ | 859 | $ | (138,031 | ) | $ | (70,012 | ) | $ | 149,744 | |||||||||||||||||||
Shares Issued, Net of Offering and Underwriting Costs |
100,000,000 | | 100,000,000 | 100 | 114,209 | | | | | 114,309 | ||||||||||||||||||||||||||||||
Exercises of Stock Options |
16,000 | | 16,000 | | 22 | | | | | 22 | ||||||||||||||||||||||||||||||
Share-Based Compensation Expense |
| | | | 686 | 62 | | | | 748 | ||||||||||||||||||||||||||||||
Comprehensive Loss: |
||||||||||||||||||||||||||||||||||||||||
Net Loss |
| | | | | | | (93,321 | ) | | (93,321 | ) | ||||||||||||||||||||||||||||
Change in Unrealized Gain on Securities Available for Sale and Interest-Only Strips, Net of Income Taxes |
| | | | | | 1,130 | | | 1,130 | ||||||||||||||||||||||||||||||
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Total Comprehensive Loss |
(92,191 | ) | ||||||||||||||||||||||||||||||||||||||
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BALANCE AS OF SEPTEMBER 30, 2010 |
155,830,890 | (4,632,500 | ) | 151,198,390 | $ | 156 | $ | 472,091 | $ | (240 | ) | $ | 1,989 | $ | (231,352 | ) | $ | (70,012 | ) | $ | 172,632 | |||||||||||||||||||
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BALANCE AS OF |
155,830,890 | (4,632,500 | ) | 151,198,390 | $ | 156 | $ | 472,335 | $ | (219 | ) | $ | (2,964 | ) | $ | (226,040 | ) | $ | (70,012 | ) | $ | 173,256 | ||||||||||||||||||
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Share-Based Compensation Expense |
| | | | 335 | 105 | | | | 440 | ||||||||||||||||||||||||||||||
Restricted Stock Awards |
60,000 | | 60,000 | | 78 | (78 | ) | | | | | |||||||||||||||||||||||||||||
Comprehensive Income: |
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Net Income |
| | | | | | | 22,641 | | 22,641 | ||||||||||||||||||||||||||||||
Change in Unrealized Gain on Securities Available for Sale and Interest-Only Strips, Net of Income Taxes |
| | | | | | 6,866 | | | 6,866 | ||||||||||||||||||||||||||||||
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Total Comprehensive Income |
29,507 | |||||||||||||||||||||||||||||||||||||||
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BALANCE AS OF SEPTEMBER 30, 2011 |
155,890,890 | (4,632,500 | ) | 151,258,390 | $ | 156 | $ | 472,748 | $ | (192 | ) | $ | 3,902 | $ | (203,399 | ) | $ | (70,012 | ) | $ | 203,203 | |||||||||||||||||||
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See Accompanying Notes to Consolidated Financial Statements (Unaudited).
3
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWSCONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In Thousands)
Nine Months Ended September 30, |
||||||||
2011 | 2010 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES: |
||||||||
Net Income (Loss) |
$ | 22,641 | $ | (93,321 | ) | |||
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided By Operating Activities: |
||||||||
Depreciation and Amortization of Premises and Equipment |
1,605 | 1,729 | ||||||
Amortization of Premiums and Accretion of Discounts on Investment Securities, Net |
2,052 | 476 | ||||||
Amortization of Other Intangible Assets |
569 | 902 | ||||||
Amortization of Servicing Assets |
487 | 705 | ||||||
Share-Based Compensation Expense |
440 | 748 | ||||||
Provision for Credit Losses |
8,100 | 117,496 | ||||||
Net Gain on Sales of Investment Securities |
(1,634 | ) | (117 | ) | ||||
Net Gain on Sales of Loans |
(1,044 | ) | (443 | ) | ||||
Loss on Sales of Other Real Estate Owned |
599 | 81 | ||||||
Provision for Valuation Allowance on Other Real Estate Owned |
470 | 8,444 | ||||||
Impairment Loss on Investment Securities |
| 790 | ||||||
Lower of Cost or Fair Value Adjustment for Loans Held for Sale |
2,903 | | ||||||
Deferred Tax Benefit |
| 3,608 | ||||||
Origination of Loans Held for Sale |
(28,656 | ) | (21,050 | ) | ||||
Net Proceeds from Sales of Loans Held for Sale |
20,011 | 119,560 | ||||||
Loss on Investment in Affordable Housing Partnership |
660 | 660 | ||||||
Decrease in Accrued Interest Receivable |
823 | 1,050 | ||||||
Increase in Servicing Asset |
(481 | ) | (60 | ) | ||||
Increase in Cash Surrender Value of Bank-Owned Life Insurance |
(701 | ) | (703 | ) | ||||
Increase in Other Assets |
(401 | ) | (4,547 | ) | ||||
Decrease in Income Tax Receivable |
| 47,366 | ||||||
(Decrease) Increase in Accrued Interest Payable |
(2,476 | ) | 1,121 | |||||
(Decrease) Increase in Other Liabilities |
(510 | ) | 223 | |||||
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Net Cash Provided By Operating Activities |
25,457 | 184,718 | ||||||
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CASH FLOWS FROM INVESTING ACTIVITIES: |
||||||||
Proceeds from Redemption of Federal Home Loan Bank and Federal Reserve Bank Stock |
3,320 | 3,374 | ||||||
Proceeds from Matured or Called Investment Securities Available for Sale |
171,490 | 100,006 | ||||||
Proceeds from Matured or Called Investment Securities Held to Maturity |
35 | 19 | ||||||
Proceeds from Sales of Investment Securities Available for Sale |
152,468 | 3,264 | ||||||
Net Proceeds from Sales of Loans Held for Sale |
73,126 | | ||||||
Proceeds from Sales of Other Real Estate Owned |
5,598 | 7,732 | ||||||
Net Decrease in Loans Receivable |
114,269 | 229,531 | ||||||
Purchases of Federal Reserve Bank Stock |
(40 | ) | | |||||
Purchases of Investment Securities Available for Sale |
(267,432 | ) | (294,669 | ) | ||||
Purchases of Investment Securities Held to Maturity |
(51,844 | ) | | |||||
Purchases of Premises and Equipment |
(633 | ) | (711 | ) | ||||
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Net Cash Provided By Investing Activities |
200,357 | 48,546 | ||||||
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CASH FLOWS FROM FINANCING ACTIVITIES: |
||||||||
Decrease in Deposits |
(113,552 | ) | (221,941 | ) | ||||
Proceeds from Exercise of Stock Options |
| 22 | ||||||
Net Proceeds from Issuance of Common Stock in Private Offering |
| 116,276 | ||||||
Repayment of Long-Term Federal Home Loan Bank Advances |
(259 | ) | (244 | ) | ||||
Net Change in Short-Term Federal Home Loan Bank Advances and Other Borrowings |
(132,861 | ) | 811 | |||||
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Net Cash Used In Financing Activities |
(246,672 | ) | (105,076 | ) | ||||
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
(20,858 | ) | 128,188 | |||||
Cash and Cash Equivalents at Beginning of Period |
249,720 | 154,110 | ||||||
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CASH AND CASH EQUIVALENTS AT END OF PERIOD |
$ | 228,862 | $ | 282,298 | ||||
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SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: |
||||||||
Cash Paid During the Period for: |
||||||||
Interest Paid |
$ | 23,900 | $ | 28,875 | ||||
Income Taxes Paid, Net of Refunds |
$ | 3 | $ | (49,971 | ) | |||
Non-Cash Activities: |
||||||||
Loans Provided in the Sale of Loans Held for Sale |
$ | 5,750 | $ | | ||||
Transfer of Loans to Other Real Estate Owned |
$ | 3,938 | $ | 11,745 | ||||
Transfer of Loans to Loans Held for Sale |
$ | 66,287 | $ | 103,717 | ||||
Loans Provided in the Sale of Other Real Estate Owned |
$ | 510 | $ | 1,217 | ||||
Issuance of Stock Warrants in Connection with Common Stock Offering |
$ | | $ | 1,967 |
See Accompanying Notes to Consolidated Financial Statements (Unaudited).
4
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010
NOTE 1 BASIS OF PRESENTATION
Hanmi Financial Corporation (Hanmi Financial, we or us) is a Delaware corporation and is subject to the Bank Holding Company Act of 1956, as amended. Our primary subsidiary is Hanmi Bank (the Bank), a California state chartered bank. Our other subsidiaries are Chun-Ha Insurance Services, Inc., a California corporation (Chun-Ha) and All World Insurance Services, Inc., a California corporation (All World).
In the opinion of management, the accompanying unaudited consolidated financial statements of Hanmi Financial Corporation and Subsidiaries reflect all adjustments of a normal and recurring nature that are necessary for a fair presentation of the results for the interim period ended September 30, 2011, but are not necessarily indicative of the results that will be reported for the entire year. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted. In the opinion of management, the aforementioned unaudited consolidated financial statements are in conformity with GAAP. Such interim consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission (the SEC). The interim information should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2010 (the 2010 Annual Report on Form 10-K).
The preparation of interim consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
We account for a troubled debt restructuring in accordance with the amendments in ASU 2011-02, A Creditors Determination of Whether a Restructuring is a Troubled Debt Restructuring. Under ASU 2011-02, a restructuring of a debt constitutes a troubled debt restructuring (TDR) if the creditor grants a concession that it would not otherwise consider to the debtor for economic or legal reasons related to the debtors financial difficulties . Upon identifying loans as TDRs, such TDR loans are individually evaluated for specific impairment. The amount of impairment and any subsequent changes are recorded through the provision for credit losses as an adjustment to the allowance for loan losses. Accounting standards require that an impaired loan be measured based on: (i) the present value of the expected future cash flows, discounted at the loans effective interest rate; or (ii) the loans observable fair value; or (iii) the fair value of the collateral, if the loan is collateral-dependent.
Descriptions of other significant accounting policies are included in Note 2 Summary of Significant Accounting Policies in our 2010 Annual Report on Form 10-K.
Certain reclassifications were made to the prior periods presentation to conform to the current periods presentation.
Recently Issued Accounting Standards
FASB ASU 2011-05, Presentation of Comprehensive Income (Topic 220) ASU 2011-05 is intended to improve the comparability, consistency, and transparency of financial reporting and to increase the prominence of items reported in other comprehensive income. To increase the prominence of items reported in other comprehensive income and to facilitate convergence of U.S. GAAP and IFRS, the FASB decided to eliminate the option to present components of other comprehensive income as part of the statement of changes in stockholders equity, among other amendments in this Update. These amendments apply to all entities that report items of other comprehensive income, in any period presented. Under the amendments to Topic 220, an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The amendments in ASU 2011-05 are effective fiscal years, and interim periods within those years, beginning after December 15, 2011. Adoption of ASU 2011-05 is not expected to have a significant impact on our financial condition or result of operations.
5
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 1 BASIS OF PRESENTATION (Continued)
FASB ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs (Topic 820) ASU 2011-04 provides guidance on fair value measurement and disclosure requirements that the FASB deemed largely identical across U.S. GAAP and IFRS. The requirements do not extend the use of fair value accounting, but provide guidance on how it should be applied where its use is already required or allowed. ASU 2011-04 supersedes most of the guidance in ASC topic 820, but many of the changes are clarifications of existing guidance or wording changes to reflect IFRS 13. Amendments in ASU 2011-04 change the wording used to describe U.S. GAAP requirements for fair value and disclosing information about fair value measurements. ASU 2011-04 is effective for interim and annual reporting periods beginning after December 15, 2011, and early application is not permitted. Adoption of ASU 2011-04 is not expected to have a significant impact on our financial condition or result of operations.
NOTE 2 REGULATORY MATTERS
On November 2, 2009, the members of the Board of Directors of the Bank consented to the issuance of a Final Order (Final Order) with the California Department of Financial Institutions (the DFI). On the same date, Hanmi Financial and the Bank entered into a Written Agreement (the Agreement) with the Federal Reserve Bank of San Francisco (the FRB). The Final Order and the Agreement contain a list of strict requirements ranging from a capital directive to developing a contingency funding plan.
While Hanmi Financial intends to take such actions as may be necessary to enable Hanmi Financial and the Bank to comply with the requirements of the Final Order and the Agreement, there can be no assurance that Hanmi Financial or the Bank will be able to comply fully with the provisions of the Final Order and the Agreement, or that compliance with the Final Order and the Agreement will not have material or adverse effects on the operations and financial condition of Hanmi Financial and the Bank. Any material failure to comply with the provisions of the Final Order and the Agreement could result in further enforcement actions by the DFI or the FRB or both, or the possible placement of the Bank into conservatorship or receivership.
Final Order and Written Agreement
The Final Order and the Agreement contain substantially similar provisions, and require the Board of Directors of the Bank to prepare and submit written plans to the DFI and the FRB that address the following items: (i) strengthening Board oversight of the management and operation of the Bank; (ii) strengthening credit risk management practices; (iii) improving credit administration policies and procedures; (iv) improving the Banks position with respect to problem assets; (v) maintaining adequate reserves for loan and lease losses; (vi)improving the capital position of the Bank and, with respect to the Agreement, of Hanmi Financial; (vii) improving the Banks earnings through a strategic plan and a budget for 2010; and (viii) improving the Banks liquidity position, funds management practices, and contingency funding plan. In addition, the Final Order and the Agreement place restrictions on the Banks lending to borrowers who have adversely classified loans with the Bank, and require the Bank to charge off or collect certain problem loans and to review and revise its methodology for calculating allowance for loan and lease losses consistent with relevant supervisory guidance. The Bank is also prohibited from paying dividends, incurring, increasing or guaranteeing any debt, or making certain changes to its business without prior approval from the DFI, and Hanmi Financial and the Bank must obtain prior approval from the FRB prior to declaring and paying dividends.
Under the Final Order, the Bank is required to increase its capital and maintain certain regulatory capital ratios prior to certain dates as follows: (1)by July 31, 2010, the Bank was required to increase its contributed equity capital by not less than an additional $100 million, and maintain a ratio of tangible stockholders equity to total tangible assets of at least 9.0 percent; and (2) by December 31, 2010, and thereafter during the life of the Final Order, the Bank will be required to maintain a ratio of tangible stockholders equity to total tangible assets of not less than 9.5 percent.
6
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 2 REGULATORY MATTERS (Continued)
If the Bank is not able to maintain the capital ratios identified in the Final Order, it must notify the DFI, and Hanmi Financial and the Bank are required to notify the FRB if their respective capital ratios fall below those set forth in the capital plan approved by the FRB. On July 27, 2010, we completed a registered rights and best efforts offering in which we raised approximately $116.8 million in net proceeds. As a result, we satisfied the $100 million capital contribution requirement set forth in the Final Order. While the Banks tangible stockholders equity to total tangible assets ratio was 8.59% at December 31, 2010, the ratio increased to 10.63 percent at September 30, 2011. Therefore, the Bank is currently in compliance with the tangible capital ratio requirement.
Risk-Based Capital
Federal bank regulatory agencies require a minimum ratio of qualifying total capital to risk-weighted assets of 8.0 percent and a minimum ratio of Tier 1 capital to risk-weighted assets of 4.0 percent. In addition to the risk-based guidelines, federal bank regulatory agencies require banking organizations to maintain a minimum ratio of Tier 1 capital to average total assets, referred to as the leverage ratio, of 4.0 percent. For a bank rated in the highest of the five categories used by federal bank regulatory agencies to rate banks, the minimum leverage ratio is 3.0 percent. In addition to these uniform risk-based capital guidelines that apply across the industry, federal bank regulatory agencies have the discretion to set individual minimum capital requirements for specific institutions at rates significantly above the minimum guidelines and ratios.
As of September 30, 2011, Hanmi Financials Tier 1 capital (stockholders equity plus qualified junior subordinated debentures less intangible assets) was $264.0 million. This represented an increase of $31.3 million, or 13.5 percent, over Tier 1 capital of $232.7 million as of December 31, 2010. The capital ratios of Hanmi Financial and the Bank were as follows as of September 30, 2011:
Actual | Minimum Regulatory Requirement |
To be Categorized
as Well Capitalized under Prompt Corrective Action Provision |
||||||||||||||||||||||
Amount | Ratio | Amount | Ratio | Amount | Ratio | |||||||||||||||||||
(Dollars in Thousands) | ||||||||||||||||||||||||
September 30, 2011 | ||||||||||||||||||||||||
Total Capital (to Risk-Weighted Assets): |
||||||||||||||||||||||||
Hanmi Financial |
$ | 304,692 | 14.58 | % | $ | 167,201 | 8.00 | % | N/A | N/A | ||||||||||||||
Hanmi Bank |
$ | 307,152 | 14.72 | % | $ | 166,929 | 8.00 | % | $ | 208,661 | 10.00 | % | ||||||||||||
Tier 1 Capital (to Risk-Weighted Assets): |
||||||||||||||||||||||||
Hanmi Financial |
$ | 264,032 | 12.63 | % | $ | 83,601 | 4.00 | % | N/A | N/A | ||||||||||||||
Hanmi Bank |
$ | 280,107 | 13.42 | % | $ | 83,465 | 4.00 | % | $ | 125,197 | 6.00 | % | ||||||||||||
Tier 1 Capital (to Average Assets): |
||||||||||||||||||||||||
Hanmi Financial |
$ | 264,032 | 9.80 | % | $ | 107,793 | 4.00 | % | N/A | N/A | ||||||||||||||
Hanmi Bank |
$ | 280,107 | 10.41 | % | $ | 107,626 | 4.00 | % | $ | 134,532 | 5.00 | % |
7
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 3 FAIR VALUE MEASUREMENTS
Fair Value Option and Fair Value Measurements
We determine the fair value of our assets and liabilities in accordance with ASC 820, which defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. The fair value of an asset or liability is determined based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for market activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact and (iv) willing to transact for the asset or liability.
In determining fair value, we use various methods including market and income approaches. Based on these approaches, we utilize certain assumptions that market participants would use in pricing the asset or liability. These inputs can be readily observable, market corroborated, or generally unobservable inputs. We utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Based on the observability of the inputs used in the valuation techniques, we classify and disclose assets and liabilities based on the fair value hierarchy presented below. The hierarchy is based on the quality and reliability of the information used to determine fair values. The hierarchy gives the highest priority to quoted prices available in active markets and the lowest priority to data lacking transparency.
In January 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2010-6, Fair Value Measurements and Disclosures (Topic 820) Improving Disclosures about Fair Value Measurements. This requires (i) fair value disclosures by each class of assets and liabilities (generally a subset within a line item as presented in the statement of financial position) rather than major category, (ii) for items measured at fair value on a recurring basis, the amounts of significant transfers between Levels 1 and 2, and transfers into and out of Level 3, and the reasons for those transfers, including separate discussion related to the transfers into each level apart from transfers out of each level, and (iii) gross presentation of the amounts of purchases, sales, issuances, and settlements in the Level 3 recurring measurement reconciliation. Additionally, the ASU clarifies that a description of the valuation techniques(s) and inputs used to measure fair values is required for both recurring and nonrecurring fair value measurements. In addition, if a valuation technique has changed, entities should disclose that change and the reason for the change. Disclosures other than the gross presentation changes in the Level 3 reconciliation were effective for the first reporting period beginning after December 31, 2009. The requirement to present the Level 3 activity of purchases, sales, issuances, and settlements on a gross basis was effective for fiscal years beginning after December 15, 2010. The adoption of FASB ASU 2010-06 did not have a material effect on our financial condition or result of operations.
We used the following methods and significant assumptions to estimate fair value:
Investment Securities Available for Sale The fair values of investment securities available for sale are determined by obtaining quoted prices on nationally recognized securities exchanges or matrix pricing, which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities relationship to other benchmark quoted securities. The fair values of investment securities are determined by reference to the average of at least two quoted market prices obtained from independent external brokers or independent external pricing service providers who have experience in valuing these securities. In obtaining such valuation information from third parties, we have evaluated the methodologies used to develop the resulting fair values. We perform a monthly analysis on the broker quotes received from third parties to ensure that the prices represent a reasonable estimate of the fair value. The procedures include, but are not limited to, initial and on-going review of third party pricing methodologies, review of pricing trends, and monitoring of trading volumes.
8
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 3 FAIR VALUE MEASUREMENTS (Continued)
Level 1 investment securities include U.S. government and agency debentures and equity securities that are traded on an active exchange or by dealers or brokers in active over-the-counter markets. The fair value of these securities is determined by quoted prices on an active exchange or over-the-counter market. Level 2 investment securities primarily include mortgage-backed securities, municipal bonds, collateralized mortgage obligations, and asset-backed securities. In determining the fair value of the securities categorized as Level 2, we obtain reports from nationally recognized broker-dealers detailing the fair value of each investment security we hold as of each reporting date. The broker-dealers use observable market information to value our fixed income securities, with the primary sources being nationally recognized pricing services. The fair value of the municipal securities is based on a proprietary model maintained by the broker-dealer. We review the market prices provided by the broker-dealers for our securities for reasonableness based on our understanding of the marketplace. We also consider any credit issues related to the bonds. As we have not made any adjustments to the market quotes provided to us and they are based on observable market data, they have been categorized as Level 2 within the fair value hierarchy.
Securities classified as Level 3 investment securities are instruments that are not traded in the market. As such, no observable market data for the instrument is available. This necessitates the use of significant unobservable inputs into our proprietary valuation model. As of September 30, 2011 and December 31, 2010, we had no level 3 investment securities.
SBA Loans Held for Sale All Small Business Administration (SBA) loans originate for sale. Loans held for sale are carried at the lower of cost or fair value. As of September 30, 2011 and December 31, 2010, we had $19.7 million and $10.0 million of SBA loans held for sale, respectively. Management obtains quotes, bids or pricing indication sheets on all or part of these loans directly from the purchasing financial institutions. Premiums received or to be received on the quotes, bids or pricing indication sheets are indicative of the fact that cost is lower than fair value. At September 30, 2011 and December 31, 2010, the entire balance of SBA loans held for sale was recorded at its cost.
Non-performing Loans Held for Sale We reclassify certain non-performing loans when we make the decision to sell those loans. The fair value of non-performing loans held for sale is generally based upon the quotes, bids or sales contract prices from buyers. Non-performing loans held for sale are recorded at estimated fair value less anticipated liquidation cost. As of September 30, 2011 and December 31, 2010, we had $17.5 million and $26.6 million of non-performing loans held for sale, respectively, and measured them on a nonrecurring basis with Level 3 inputs.
Impaired Loans FASB ASC 820 applies to loans measured for impairment using the practical expedients permitted by FASB ASC 310, Receivables, including impaired loans measured at an observable market price (if available), or at the fair value of the loans collateral (if the loan is collateral dependent). Fair value of the loans collateral, when the loan is dependent on collateral, is determined by appraisals or independent valuation, which is then adjusted for the cost related to liquidation of the collateral. These loans are classified as Level 3 and subject to non-recurring fair value adjustments.
Other Real Estate Owned Other real estate owned is measured at fair value less selling costs. Fair value was determined based on third-party appraisals of fair value in an orderly sale. Selling costs were based on standard market factors. We classify other real estate owned, which is subject to non-recurring fair value adjustments, as Level 3.
Servicing Assets and Servicing Liabilities The fair values of servicing assets and servicing liabilities are based on a valuation model that calculates the present value of estimated net future cash flows related to contractually specified servicing fees. The valuation model incorporates assumptions that market participants would use in estimating future cash flows. The valuation model inputs and results are compared to widely available published industry data for reasonableness. Since fair value measurements of servicing assets and servicing liabilities use significant unobservable inputs, we classify them as Level 3.
9
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 3 FAIR VALUE MEASUREMENTS (Continued)
Other Intangible Assets Other intangible assets consist of a core deposit intangible and acquired intangible assets arising from acquisitions, including non-compete agreements, trade names, carrier relationships and client/insured relationships. The valuation of other intangible assets is based on information and assumptions available to us at the time of acquisition, using income and market approaches to determine fair value. We test our other intangible assets annually for impairment, or when indications of potential impairment exist. Since fair value measurements of other intangible assets use significant unobservable inputs, we classify them, which are subject to non-recurring fair value adjustments, as Level 3.
Stock Warrants The fair value of stock warrants is determined by the Black-Scholes option pricing model. The expected stock volatility is based on historical volatility of our common stock over the expected term of the warrants. The expected life assumption is commensurate with the contract term. The dividend yield of zero is determined by the fact that we have no present intention to pay cash dividends. The risk free rate used for the warrant is equal to the zero coupon rate in effect at the measurement date. As such, we classify stock warrants, which are subject to non-recurring fair value adjustments, as Level 3.
Fair Value Measurement
FASB ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. FASB ASC 820 also establishes a three-level fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are defined as follows:
|
Level 1 | Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.
| ||
|
Level 2 | Significant other observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, and other inputs that are observable or can be corroborated by observable market data.
| ||
|
Level 3 | Significant unobservable inputs that reflect a companys own assumptions about the assumptions that market participants would use in pricing an asset or liability.
|
Fair value is used on a recurring basis for certain assets and liabilities in which fair value is the primary basis of accounting. Additionally, fair value is used on a non-recurring basis to evaluate assets or liabilities for impairment or for disclosure purposes in accordance with ASC 825, Financial Instruments.
We record investment securities available for sale at fair value on a recurring basis. Certain other assets, such as loans held for sale, mortgage servicing assets, impaired loans, other real estate owned, and other intangible assets, are recorded at fair value on a non-recurring basis. Non-recurring fair value measurements typically involve assets that are periodically evaluated for impairment and for which any impairment is recorded in the period in which the re-measurement is performed.
10
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 3 FAIR VALUE MEASUREMENTS (Continued)
Assets and Liabilities Measured at Fair Value on a Recurring Basis
We recognize transfers of assets between levels at the end of each respective quarterly reporting period. However, there were no transfers of assets between Level 1 and Level 2 of the fair value hierarchy for the three and nine months ended September 30, 2011.
As of September 30, 2011 and December 31, 2010, assets and liabilities measured at fair value on a recurring basis are as follows:
Level 1 | Level 2 | Level 3 | ||||||||||||||
Quoted Prices in Active Markets for Identical Assets |
Significant Observable Inputs With No Active Market With Identical Characteristics |
Significant Unobservable Inputs |
Balance as of September 30, 2011 and December 31, 2010 |
|||||||||||||
(In Thousands) | ||||||||||||||||
September 30, 2011 |
||||||||||||||||
ASSETS: |
||||||||||||||||
Debt Securities Available for Sale: |
||||||||||||||||
Collateralized Mortgage Obligations |
$ | | $ | 143,046 | $ | | $ | 143,046 | ||||||||
U.S. Government Agency Securities |
93,597 | | | 93,597 | ||||||||||||
Residential Mortgage-Backed Securities |
| 92,855 | | 92,855 | ||||||||||||
Corporate Bonds |
| 19,961 | | 19,961 | ||||||||||||
Municipal Bonds |
| 9,586 | | 9,586 | ||||||||||||
Asset-Backed Securities |
| | | | ||||||||||||
Other Securities |
| 3,337 | | 3,337 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Debt Securities Available for Sale |
$ | 93,597 | $ | 268,785 | $ | | $ | 362,382 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Equity Securities Available for Sale: |
||||||||||||||||
Financial Services Industry |
$ | 678 | | | $ | 678 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Equity Securities Available for Sale |
$ | 678 | $ | | $ | | $ | 678 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Securities Available for Sale |
$ | 94,275 | $ | 268,785 | $ | | $ | 363,060 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
LIABILITIES: |
||||||||||||||||
Stock Warrants |
$ | | $ | | $ | 746 | $ | 746 | ||||||||
December 31, 2010 |
||||||||||||||||
ASSETS: |
||||||||||||||||
Debt Securities Available for Sale: |
||||||||||||||||
Collateralized Mortgage Obligations |
$ | | $ | 137,193 | $ | | $ | 137,193 | ||||||||
U.S. Government Agency Securities |
113,334 | | | 113,334 | ||||||||||||
Residential Mortgage-Backed Securities |
| 109,842 | | 109,842 | ||||||||||||
Municipal Bonds |
| 21,028 | | 21,028 | ||||||||||||
Corporate Bonds |
| 20,205 | | 20,205 | ||||||||||||
Asset-Backed Securities |
| 7,384 | | 7,384 | ||||||||||||
Other Securities |
| 3,259 | | 3,259 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Debt Securities Available for Sale |
$ | 113,334 | $ | 298,911 | $ | | $ | 412,245 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Equity Securities Available for Sale: |
||||||||||||||||
Financial Services Industry |
$ | 873 | | | $ | 873 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Equity Securities Available for Sale |
$ | 873 | $ | | $ | | $ | 873 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Securities Available for Sale |
$ | 114,207 | $ | 298,911 | $ | | $ | 413,118 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
LIABILITIES: |
||||||||||||||||
Stock Warrants |
$ | | $ | | $ | 1,600 | $ | 1,600 |
11
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 3 FAIR VALUE MEASUREMENTS (Continued)
The table below presents a reconciliation and income statement classification of gains and losses for all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and nine months ended September 30, 2011:
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | ||||||||||||||||||||||||
Beginning Balance as of July 1, 2011 |
Purchases, Issuances and Settlements |
Realized and Unrealized Gains or Losses in Earnings |
Realized
and Unrealized Gains or Losses in Other Comprehensive Income |
Transfers In and/or Out of Level 3 |
Ending Balance as of September 30, 2011 |
|||||||||||||||||||
(In Thousands) | ||||||||||||||||||||||||
LIABILITIES: |
||||||||||||||||||||||||
Stock Warrants (1) |
$ | 1,289 | $ | | $ | 543 | $ | | $ | | $ | 746 |
Beginning Balance as of January 1, 2011 |
Purchases, Issuances and Settlements |
Realized
and Unrealized Gains or Losses in Earnings |
Realized and Unrealized Gains or Losses in Other Comprehensive Income |
Transfers In and/or Out of Level 3 |
Ending Balance as of September 30, 2011 |
|||||||||||||||||||
(In Thousands) | ||||||||||||||||||||||||
LIABILITIES: |
||||||||||||||||||||||||
Stock Warrants (1) |
$ | 1,600 | $ | | $ | 854 | $ | | $ | | $ | 746 |
(1) | Reflects warrants for our common stock issued to Cappello Capital Corp. in connection with services it provided to us as a placement agent in connection with our best efforts public offering and as our financial adviser in connection with our completed rights offering. The warrants were immediately exercisable when issued at an exercise price of $1.20 per share and expire on October 14, 2015. See Note 8 Stockholders Equity for more details. |
Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
For the three and nine months ended September 30, 2011 and 2010, assets and liabilities measured at fair value on a non-recurring basis are as follows:
Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Quoted Prices in Active Markets for Identical Assets |
Significant Observable Inputs With No Active Market With Identical Characteristics |
Significant Unobservable Inputs |
Losses During The Three Months Ended September 30, 2011 and 2010 |
Losses During The Nine Months Ended September 30, 2011 and 2010 |
||||||||||||||||
September 30, 2011 |
||||||||||||||||||||
ASSETS: |
||||||||||||||||||||
Non-Performing Loans Held for Sale |
$ | | $ | | $ | 4,246 | (1) | $ | | $ | 2,488 | |||||||||
Impaired Loans |
$ | | $ | | $ | 103,410 | (2) | $ | 16,328 | $ | 29,264 | |||||||||
Other Real Estate Owned |
$ | | $ | | $ | 248 | (3) | $ | | $ | 194 | |||||||||
September 30, 2010 |
||||||||||||||||||||
ASSETS: |
||||||||||||||||||||
Non-Performing Loans Held for Sale |
$ | | $ | | $ | 4,007 | (4) | $ | 290 | $ | 1,111 | |||||||||
Impaired Loans |
$ | | $ | | $ | 158,254 | (5) | $ | 17,515 | $ | 55,162 | |||||||||
Other Real Estate Owned |
$ | | $ | | $ | 18,738 | (6) | $ | 1,941 | $ | 7,853 |
(1) | Includes commercial term loans of $3.8 million and SBA loans of $434,000. |
(2) | Includes real estate loans of $35.6 million, commercial and industrial loans of $66.9 million, and consumer loans of $875,000 . |
(3) | Represents a property from the foreclosure of a SBA loan. |
(4) | Includes commercial term loans of $1.8 million and commercial property loans of $2.2 million. |
(5) | Includes real estate loans of $31.2 million, commercial and industrial loans of $126.7 million, and consumer loans of $308,000. |
(6) | Includes properties from the foreclosure of real estate loans of $17.8 million and commercial and industrial loans of $935,000. |
12
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 3 FAIR VALUE MEASUREMENTS (Continued)
FASB ASC 825 requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring basis or non-recurring basis are discussed above.
The estimated fair value of financial instruments has been determined by using available market information and appropriate valuation methodologies. However, considerable judgment is required to interpret market data to develop estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts that we could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.
The estimated fair values of financial instruments were as follows:
September 30, 2011 | December 31, 2010 | |||||||||||||||
Carrying or Contract Amount |
Estimated Fair Value |
Carrying or Contract Amount |
Estimated Fair Value |
|||||||||||||
(In Thousands) | ||||||||||||||||
Financial Assets: |
||||||||||||||||
Cash and Cash Equivalents |
$ | 228,862 | $ | 228,862 | $ | 249,720 | $ | 249,720 | ||||||||
Investment Securities Held to Maturity |
52,638 | 52,560 | 845 | 847 | ||||||||||||
Investment Securities Available for Sale |
363,060 | 363,060 | 413,118 | 413,118 | ||||||||||||
Loans Receivable, Net of Allowance for Loan Losses |
1,891,533 | 1,867,546 | 2,084,447 | 2,025,368 | ||||||||||||
Loans Held for Sale |
37,202 | 37,202 | 36,620 | 36,620 | ||||||||||||
Accrued Interest Receivable |
7,225 | 7,225 | 8,048 | 8,048 | ||||||||||||
Investment in Federal Home Loan Bank Stock |
23,962 | 23,962 | 27,282 | 27,282 | ||||||||||||
Investment in Federal Reserve Bank Stock |
7,489 | 7,489 | 7,449 | 7,449 | ||||||||||||
Financial Liabilities: |
||||||||||||||||
Noninterest-Bearing Deposits |
621,195 | 621,195 | 546,815 | 546,815 | ||||||||||||
Interest-Bearing Deposits |
1,731,974 | 1,736,270 | 1,919,906 | 1,927,314 | ||||||||||||
Borrowings |
104,506 | 104,191 | 237,626 | 233,077 | ||||||||||||
Accrued Interest Payable |
13,490 | 13,490 | 15,966 | 15,966 | ||||||||||||
Stock Warrants |
746 | 746 | 1,289 | 1,289 | ||||||||||||
Off-Balance Sheet Items: |
||||||||||||||||
Commitments to Extend Credit |
150,634 | 94 | 178,424 | 130 | ||||||||||||
Standby Letters of Credit |
14,902 | 33 | 15,226 | 50 |
The methods and assumptions used to estimate the fair value of each class of financial instruments for which it was practicable to estimate that value are explained below:
Cash and Cash Equivalents For short-term instruments, including cash and due from banks, and interest bearing deposits in other banks, the carrying amount is a reasonable estimate of their fair value.
Investment Securities Fair values for investment securities are based on quoted market prices when available, or estimated through the use of market prices obtained from independent securities brokers or dealers when market quotes are not readily accessible or available.
Loans Receivable, Net of Allowance for Loan Losses Fair values for loans receivable are estimated based on the discounted cash flow approach. The discount rate is derived from the associated yield curve plus spreads, and reflects the current rates offered by the Bank for loans with similar financial characteristics. Yield curves are constructed by product type using the Banks loan pricing model for like-quality credits. The discount rates used in the Banks model represent the rates the Bank would offer to current borrowers for like-quality credits. These rates could be different from what other financial institutions could offer for these loans. No adjustments have been made for changes in credit within the loan portfolio. It is our opinion that the allowance for loan losses relating to performing and nonperforming
13
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 3 FAIR VALUE MEASUREMENTS (Continued)
loans results in a fair valuation of such loans. Additionally, the fair value of our loans may differ significantly from the values that would have been used had a ready market existed for such loans, and may differ materially from the values that we may ultimately realize.
Loans Held for Sale For loans held for sale, the carrying value approximates their fair value.
Accrued Interest Receivable The carrying amount of accrued interest receivable approximates its fair value.
Investment in Federal Home Loan Bank and Federal Reserve Bank Stock For investment in Federal Home Loan Bank (FHLB) and Federal Reserve Bank (FRB) stock, the carrying amounts approximate their fair value as the stock may be resold to the issuer at their carrying value.
Noninterest-Bearing Deposits The fair value of noninterest-bearing deposits is equal to the amount payable on demand at the reporting date.
Interest-Bearing Deposits The fair value of interest-bearing deposits, such as savings accounts, money market checking, and certificates of deposit, is estimated based on the discounted value of contractual cash flows. The cash flows for non-maturity deposits, including savings accounts and money market checking, are estimated based on their historical decaying experiences. The discount rates used for fair valuation are based on interest rates currently being offered by the Bank on comparable deposits as to amount and term.
Borrowings Borrowings consist of FHLB advances, junior subordinated debentures and other borrowings. Discounted cash flows are used to value borrowings.
Accrued Interest Payable The carrying amount of accrued interest payable approximates its fair value.
Stock Warrants The fair value of stock warrants is determined by the Black-Scholes option pricing model. The expected stock volatility is based on historical volatility of our common stock over expected term of the warrants. The expected life assumption is commensurate with the contract term. The dividend yield of zero is determined by the fact that we have no present intention to pay cash dividends. The risk free rate used for the warrant is equal to the zero coupon rate in effect at the measurement date.
Commitments to Extend Credit and Standby Letters of Credit The fair values of commitments to extend credit and standby letters of credit are based upon the difference between the current value of similar loans and the price at which the Bank has committed to make the loans.
14
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 4 INVESTMENT SECURITIES
The following is a summary of investment securities held to maturity:
Amortized Cost |
Gross Unrealized Gain |
Gross Unrealized Loss |
Estimated Fair Value |
|||||||||||||
(In Thousands) | ||||||||||||||||
September 30, 2011: |
||||||||||||||||
Municipal Bonds |
$ | 41,397 | $ | 100 | $ | 178 | $ | 41,319 | ||||||||
U.S. Government Agency Securities |
7,994 | | | 7,994 | ||||||||||||
Mortgage-Backed Securities (1) |
3,247 | 2 | 2 | 3,247 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 52,638 | $ | 102 | $ | 180 | $ | 52,560 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
December 31, 2010: |
||||||||||||||||
Municipal Bonds |
$ | 696 | $ | | $ | | $ | 696 | ||||||||
Mortgage-Backed Securities (1) |
149 | 2 | | 151 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 845 | $ | 2 | $ | | $ | 847 | |||||||||
|
|
|
|
|
|
|
|
(1) | Collateralized by residential mortgages and guaranteed by U.S. government sponsored entities. |
The following is a summary of investment securities available for sale:
Amortized Cost |
Gross Unrealized Gain |
Gross Unrealized Loss |
Estimated Fair Value |
|||||||||||||
(In Thousands) | ||||||||||||||||
September 30, 2011: |
||||||||||||||||
Collateralized Mortgage Obligations (1) |
$ | 141,305 | $ | 1,967 | $ | 226 | $ | 143,046 | ||||||||
U.S. Government Agency Securities |
93,362 | 236 | 1 | 93,597 | ||||||||||||
Mortgage-Backed Securities (1) |
90,193 | 2,662 | | 92,855 | ||||||||||||
Municipal Bonds |
9,293 | 293 | | 9,586 | ||||||||||||
Corporate Bonds |
20,457 | | 496 | 19,961 | ||||||||||||
Other Securities |
3,305 | 69 | 37 | 3,337 | ||||||||||||
Equity Securities (3) |
647 | 64 | 33 | 678 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 358,562 | $ | 5,291 | $ | 793 | $ | 363,060 | |||||||||
|
|
|
|
|
|
|
|
|||||||||
December 31, 2010: |
||||||||||||||||
Collateralized Mortgage Obligations (1) |
$ | 139,053 | $ | 470 | $ | 2,330 | $ | 137,193 | ||||||||
U.S. Government Agency Securities |
114,066 | 98 | 830 | 113,334 | ||||||||||||
Mortgage-Backed Securities (1) |
108,436 | 2,137 | 731 | 109,842 | ||||||||||||
Municipal Bonds |
22,420 | 48 | 1,440 | 21,028 | ||||||||||||
Corporate Bonds |
20,449 | 13 | 257 | 20,205 | ||||||||||||
Asset-Backed Securities (2) |
7,115 | 269 | | 7,384 | ||||||||||||
Other Securities |
3,305 | | 46 | 3,259 | ||||||||||||
Equity Securities (3) |
647 | 226 | | 873 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 415,491 | $ | 3,261 | $ | 5,634 | $ | 413,118 | |||||||||
|
|
|
|
|
|
|
|
(1) | Collateralized by residential mortgages and guaranteed by U.S. government sponsored entities. |
(2) | Collateralized debentures of small business investment companies and state and local development companies, and guaranteed by SBA. |
(3) | Balances presented for amortized cost, representing two equity securities, were net of an OTTI charge of $790,000, which was related to a credit loss, as of December 31, 2010. We recorded an OTTI charge of $790,000 to write down the value of one equity investment to its fair value during the year ended December 31, 2010. |
15
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 4 INVESTMENT SECURITIES (Continued)
The amortized cost and estimated fair value of investment securities at September 30, 2011, by contractual maturity, are shown below. Although collateralized mortgage obligations, mortgage-backed securities and asset-backed securities have contractual maturities through 2041, expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
Available for Sale | Held to Maturity | |||||||||||||||
Amortized Cost |
Estimated Fair Value |
Amortized Cost |
Estimated Fair Value |
|||||||||||||
(In Thousands) | ||||||||||||||||
Within One Year |
$ | | $ | | $ | | $ | | ||||||||
Over One Year Through Five Years |
93,487 | 93,164 | 697 | 697 | ||||||||||||
Over Five Years Through Ten Years |
29,764 | 30,077 | 19,542 | 19,538 | ||||||||||||
Over Ten Years |
3,166 | 3,240 | 29,152 | 29,078 | ||||||||||||
Collateralized Mortgage Obligations |
141,305 | 143,046 | | | ||||||||||||
Mortgage-Backed Securities |
90,193 | 92,855 | 3,247 | 3,247 | ||||||||||||
Equity Securities |
647 | 678 | | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
$ | 358,562 | $ | 363,060 | $ | 52,638 | $ | 52,560 | |||||||||
|
|
|
|
|
|
|
|
In accordance with FASB ASC 320, Investments Debt and Equity Securities, amended current other-than-temporary impairment (OTTI) guidance, we periodically evaluate our investments for OTTI. For the three and nine months ended September 30, 2011, there were no OTTI charges recorded in earnings. For the three and nine months ended September 30, 2010, we recorded $790,000 in OTTI charges in earnings on available for sale securities. As of September 30, 2010, we had investment securities in mutual funds (Special Series A Shares) with an aggregate carrying value of $925,000. During the first quarter of 2010, the issuer of such securities completed a comprehensive restructuring which resulted in the exchange of our Special Series A shares into common shares of the issuer. Based on the closing price of the shares at September 30, 2010, we recorded an OTTI charge of $790,000 to write down the value of the investment securities to their fair value.
16
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 4 INVESTMENT SECURITIES (Continued)
We perform periodic reviews for impairment in accordance with FASB ASC 320. Gross unrealized losses on investment securities available for sale, the estimated fair value of the related securities and the number of securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows as of September 30, 2011 and December 31, 2010:
Holding Period | ||||||||||||||||||||||||||||||||||||
Less than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||||||||||||||
Investment Securities |
Gross Unrealized Losses |
Estimated Fair Value |
Number of Securities |
Gross Unrealized Losses |
Estimated Fair Value |
Number of Securities |
Gross Unrealized Losses |
Estimated Fair Value |
Number of Securities |
|||||||||||||||||||||||||||
(In Thousands) | ||||||||||||||||||||||||||||||||||||
September 30, 2011: |
||||||||||||||||||||||||||||||||||||
Mortgage-Backed Securities |
$ | | $ | | | $ | | $ | | | $ | | $ | | | |||||||||||||||||||||
Collateralized Mortgage Obligations |
226 | 22,965 | 9 | | | | 226 | 22,965 | 9 | |||||||||||||||||||||||||||
Municipal Bonds |
| | | | | | | | | |||||||||||||||||||||||||||
U.S. Government Agency Securities |
1 | 3,001 | 1 | | | | 1 | 3,001 | 1 | |||||||||||||||||||||||||||
Equity Securities |
33 | 103 | 1 | | | | 33 | 103 | 1 | |||||||||||||||||||||||||||
Other Securities |
| | | 37 | 962 | 1 | 37 | 962 | 1 | |||||||||||||||||||||||||||
Corporate Bonds |
31 | 4,454 | 2 | 465 | 15,507 | 4 | 496 | 19,961 | 6 | |||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
$ | 291 | $ | 30,523 | 13 | $ | 502 | $ | 16,469 | 5 | $ | 793 | $ | 46,992 | 18 | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
December 31, 2010: |
||||||||||||||||||||||||||||||||||||
Mortgage-Backed Securities |
$ | 731 | $ | 62,738 | 16 | $ | | $ | | | $ | 731 | $ | 62,738 | 16 | |||||||||||||||||||||
Collateralized Mortgage Obligations |
2,330 | 99,993 | 20 | | | | 2,330 | 99,993 | 20 | |||||||||||||||||||||||||||
Municipal Bonds |
1,440 | 16,907 | 11 | | | | 1,440 | 16,907 | 11 | |||||||||||||||||||||||||||
U.S. Government Agency Securities |
830 | 69,266 | 14 | | | | 830 | 69,266 | 14 | |||||||||||||||||||||||||||
Other Securities |
3 | 1,997 | 2 | 43 | 957 | 1 | 46 | 2,954 | 3 | |||||||||||||||||||||||||||
Corporate Bonds |
257 | 17,210 | 5 | | | | 257 | 17,210 | 5 | |||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
$ | 5,591 | $ | 268,111 | 68 | $ | 43 | $ | 957 | 1 | $ | 5,634 | $ | 269,068 | 69 | ||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The impairment losses described previously are not included in the table above as the impairment losses were recorded. All individual securities that have been in a continuous unrealized loss position for 12 months or longer as of September 30, 2011 and December 31, 2010 had investment grade ratings upon purchase. The issuers of these securities have not established any cause for default on these securities and the various rating agencies have reaffirmed these securities long-term investment grade status as of September 30, 2011. These securities have fluctuated in value since their purchase dates as market interest rates have fluctuated.
17
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 4 INVESTMENT SECURITIES (Continued)
FASB ASC 320 requires other-than-temporarily impaired investment securities to be written down when fair value is below amortized cost in circumstances where: (1) an entity has the intent to sell a security; (2) it is more likely than not that an entity will be required to sell the security before recovery of its amortized cost basis; or (3) an entity does not expect to recover the entire amortized cost basis of the security. If an entity intends to sell a security or if it is more likely than not the entity will be required to sell the security before recovery, an OTTI write-down is recognized in earnings equal to the entire difference between the securitys amortized cost basis and its fair value. If an entity does not intend to sell the security or it is not more likely than not that it will be required to sell the security before recovery, the OTTI write-down is separated into an amount representing credit loss, which is recognized in earnings, and the amount related to all other factors, which is recognized in other comprehensive income. We do not intend to sell these securities and it is not more likely than not that we will be required to sell the investments before the recovery of its amortized cost bases. Therefore, in managements opinion, all securities that have been in a continuous unrealized loss position for the past 12 months or longer as of September 30, 2011 and December 31, 2010 are not other-than-temporarily impaired, and therefore, no impairment charges as of September 30, 2011 and December 31, 2010 are warranted.
Realized gains and losses on sales of investment securities, proceeds from sales of investment securities and the tax expense on sales of investment securities were as follows for the periods indicated:
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
(In Thousands) | ||||||||||||||||
Gross Realized Gains on Sales of Investment Securities |
$ | 1,704 | $ | 4 | $ | 2,673 | $ | 222 | ||||||||
Gross Realized Losses on Sales of Investment Securities |
| | (1,039 | ) | (105 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net Realized Gains on Sales of Investment Securities |
$ | 1,704 | $ | 4 | $ | 1,634 | $ | 117 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Proceeds from Sales of Investment Securities |
$ | 38,691 | $ | 15,000 | $ | 152,468 | $ | 18,825 | ||||||||
Tax Expense on Sales of Investment Securities |
$ | 716 | $ | 2 | $ | 687 | $ | 50 |
For the three months ended September 30, 2011, $584,000 ($339,000, net of income taxes) of net unrealized gains arose during the period and was included in comprehensive income, and we recognized an $1.7 million gain in earnings resulting from the sale of investment securities that had previously recorded net unrealized gains of $1.6 million in comprehensive income. For the three months ended September 30, 2010, $865,000 ($501,000, net of income taxes) of net unrealized losses arose during the period and was included in comprehensive income, and we recognized a $4,000 gain in earnings resulting from the sale of investment securities that had previously recorded net unrealized gains of $88,000 ($51,000, net of income taxes) in comprehensive income. For the nine months ended September 30, 2011, $6.9 million ($4.0 million, net of income taxes) of net unrealized gains arose during the period and was included in comprehensive income, and we recognized an $1.6 million gain in earnings resulting from the sale of investment securities that had previously recorded net unrealized losses of $249,000 ($105,000, net of income tax) in comprehensive income. For the nine months ended September 30, 2010, $2.1 million ($1.2 million, net of income taxes) of net unrealized gains arose during the period and was included in comprehensive income, and we recognized an $117,000 gain in earnings resulting from the sale of investment securities that had previously recorded net unrealized gains of $199,000 ($115,000, net of income taxes) in comprehensive income.
Investment securities available for sale with carrying values of $48.5 million and $118.0 million as of September 30, 2011 and December 31, 2010, respectively, were pledged to secure FHLB advances, public deposits and for other purposes as required or permitted by law.
18
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS
The Board of Directors and management review and approve the Banks loan policy and procedures on a regular basis to reflect issues such as regulatory and organizational structure change, strategic planning revisions, concentrations of credit, loan delinquencies and non-performing loans, problem loans, and policy adjustments.
Real estate loans are subject to loans secured by liens or interest in real estate, to provide purchase, construction, and refinance on real estate properties. Commercial and industrial loans consist of commercial term loans, commercial lines of credit, international loans, and SBA loans. Consumer loans consist of auto loans, credit cards, personal loans, and home equity lines of credit. We maintain management loan review and monitoring departments that review and monitor pass graded loans as well as problem loans to prevent further deterioration.
Concentrations of credit: The majority of the Banks loan portfolio consists of commercial real estate loans and commercial and industrial loans. The Bank has been diversifying and monitoring commercial real estate loans based on property types, tightening underwriting standards, and portfolio liquidity and management, and has not exceeded certain specified limits set forth in the Banks loan policy. Most of the Banks lending activity occurs within Southern California.
Loans Receivable
Loans receivable consisted of the following as of the dates indicated:
September 30, 2011 |
December 31, 2010 |
|||||||
(In Thousands) | ||||||||
Real Estate Loans: |
||||||||
Commercial Property |
$ | 658,550 | $ | 729,222 | ||||
Construction |
39,284 | 60,995 | ||||||
Residential Property |
56,638 | 62,645 | ||||||
|
|
|
|
|||||
Total Real Estate Loans |
754,472 | 852,862 | ||||||
|
|
|
|
|||||
Commercial and Industrial Loans: (1) |
||||||||
Commercial Term |
995,773 | 1,118,999 | ||||||
SBA |
118,380 | 105,688 | ||||||
Commercial Lines of Credit |
52,514 | 59,056 | ||||||
International |
26,073 | 44,167 | ||||||
|
|
|
|
|||||
Total Commercial and Industrial Loans |
1,192,740 | 1,327,910 | ||||||
|
|
|
|
|||||
Consumer Loans |
44,819 | 50,300 | ||||||
|
|
|
|
|||||
Total Gross Loans |
1,992,031 | 2,231,072 | ||||||
Allowance for Loans Losses |
(100,792 | ) | (146,059 | ) | ||||
Deferred Loan Costs (Fees) |
294 | (566 | ) | |||||
|
|
|
|
|||||
Loans Receivable, Net |
$ | 1,891,533 | $ | 2,084,447 | ||||
|
|
|
|
(1) | Commercial and industrial loans include owner-occupied property loans of $811.0 million and $894.8 million as of September 30, 2011 and December 31, 2010, respectively. |
Accrued interest on loans receivable amounted to $5.6 million and $6.5 million at September 30, 2011 and December 31, 2010, respectively. At September 30, 2011 and December 31, 2010, loans receivable totaling $840.6 million and $1.03 billion, respectively, were pledged to secure borrowings from the FHLB and the Federal Reserve Discount Window.
The following table details the information on the purchases, sales and reclassification of loans receivable to loans held for sale by portfolio segment for the three months ended September 30, 2011 and 2010.
19
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS (Continued)
Real Estate | Commercial and Industrial |
Consumer | Total | |||||||||||||
(Dollars in Thousands) | ||||||||||||||||
September 30, 2011 |
||||||||||||||||
Loans Held for Sale: |
||||||||||||||||
Beginning Balance |
$ | 974 | $ | 43,131 | $ | | $ | 44,105 | ||||||||
Origination of Loans Held for Sale |
| 13,560 | | 13,560 | ||||||||||||
Reclassification from Loans Receivable to Loans Held for sale |
14,236 | 17,117 | | 31,353 | ||||||||||||
Sales of Loans Held for sale |
(5,506 | ) | (46,238 | ) | | (51,744 | ) | |||||||||
Principal Payoffs and Amortization |
(7 | ) | (65 | ) | | (72 | ) | |||||||||
Valuation Adjustments |
| | | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Ending Balance |
$ | 9,697 | $ | 27,505 | $ | | $ | 37,202 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
September 30, 2010 |
||||||||||||||||
Loans Held for Sale: |
||||||||||||||||
Beginning Balance |
$ | 14,853 | $ | 15,691 | $ | | $ | 30,544 | ||||||||
Origination of Loans Held for Sale |
| 1,894 | | 1,894 | ||||||||||||
Reclassification from Loans Receivable to Loans Held for sale |
1,201 | 4,227 | | 5,428 | ||||||||||||
Sales of Loans Held for sale |
(13,889 | ) | (13,169 | ) | | (27,058 | ) | |||||||||
Principal Payoffs and Amortization |
| (148 | ) | | (148 | ) | ||||||||||
Valuation Adjustments |
| | | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Ending Balance |
$ | 2,165 | $ | 8,495 | $ | | $ | 10,660 | ||||||||
|
|
|
|
|
|
|
|
For the three months ended September 30, 2011, loans receivable of $31.4 million were reclassified as loans held for sale, and loans held for sale of $51.7 million were sold. For the same period ended September 30, 2010, loans receivable of $5.4 million were reclassified as loans held for sale, and loans held for sale of $27.1 million were sold. The net proceeds from the sale of non-performing loans were $27.5 million and $24.7 million for the three months ended September 30, 2011 and 2010, respectively. There were no purchases of loans receivable for the three months ended September 30, 2011 and 2010.
The following table details the information on the purchases, sales and reclassification of loans receivable to loans held for sale by portfolio segment for the nine months ended September 30, 2011 and 2010.
Real Estate | Commercial and Industrial |
Consumer | Total | |||||||||||||
(Dollars in Thousands) | ||||||||||||||||
September 30, 2011 |
||||||||||||||||
Loans Held for Sale: |
||||||||||||||||
Beginning Balance |
$ | 3,666 | $ | 32,954 | $ | | $ | 36,620 | ||||||||
Origination of Loans Held for Sale |
| 28,656 | | 28,656 | ||||||||||||
Reclassification from Loans Receivable to Loans Held for sale |
33,514 | 38,523 | | 72,037 | ||||||||||||
Sales of Loans Held for sale |
(27,329 | ) | (68,682 | ) | | (96,011 | ) | |||||||||
Principal Payoffs and Amortization |
(21 | ) | (1,177 | ) | | (1,198 | ) | |||||||||
Valuation Adjustments |
(133 | ) | (2,769 | ) | | (2,902 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Ending Balance |
$ | 9,697 | $ | 27,505 | $ | | $ | 37,202 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
September 30, 2010 |
||||||||||||||||
Loans Held for Sale: |
||||||||||||||||
Beginning Balance |
$ | | $ | 5,010 | $ | | $ | 5,010 | ||||||||
Origination of Loans Held for Sale |
| 21,050 | | 21,050 | ||||||||||||
Reclassification from Loans Receivable to Loans Held for sale |
30,041 | 73,676 | | 103,717 | ||||||||||||
Sales of Loans Held for sale |
(27,876 | ) | (90,900 | ) | | (118,776 | ) | |||||||||
Principal Payoffs and Amortization |
| (341 | ) | | (341 | ) | ||||||||||
Valuation Adjustments |
| | | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Ending Balance |
$ | 2,165 | $ | 8,495 | $ | | $ | 10,660 | ||||||||
|
|
|
|
|
|
|
|
20
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS (Continued)
For the nine months ended September 30, 2011, loans receivable of $72.0 million were reclassified as loans held for sale, and loans held for sale of $96.0 million were sold. For the same period ended September 30, 2010, loans receivable of $103.7 million were reclassified as loans held for sale ,and loans held for sale of $118.8 million were sold. The net proceeds from the sale of non-performing loans were $73.1 million and $114.6 million for the nine months ended September 30, 2011 and 2010, respectively. There were no purchases of loans receivable for the nine months ended September 30, 2011 and 2010.
Allowance for Loan Losses and Allowance for Off-Balance Sheet Items
Activity in the allowance for loan losses and off-balance sheet items was as follows for the periods indicated:
As of and for the Three Months Ended |
As of and for the Nine Months Ended |
|||||||||||||||||||
September 30, 2011 |
June 30, 2011 |
September 30, 2010 |
September 30, 2011 |
September 30, 2010 |
||||||||||||||||
(In Thousands) | ||||||||||||||||||||
Allowance for Loan Losses: |
||||||||||||||||||||
Balance at Beginning of Period |
$ | 109,029 | $ | 125,780 | $ | 176,667 | $ | 146,059 | $ | 144,996 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Actual Charge-Offs |
(16,551 | ) | (20,652 | ) | (23,204 | ) | (62,384 | ) | (94,036 | ) | ||||||||||
Recoveries on Loans Previously Charged Off |
1,045 | 4,151 | 1,900 | 8,822 | 7,393 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net Loan Charge-Offs |
(15,506 | ) | (16,501 | ) | (21,304 | ) | (53,562 | ) | (86,643 | ) | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Provision Charged to Operating Expenses |
7,269 | (250 | ) | 20,700 | 8,295 | 117,710 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance at End of Period |
$ | 100,792 | $ | 109,029 | $ | 176,063 | $ | 100,792 | $ | 176,063 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Allowance for Off-Balance Sheet Items: |
||||||||||||||||||||
Balance at Beginning of Period |
$ | 2,391 | $ | 2,141 | $ | 2,362 | $ | 3,417 | $ | 3,876 | ||||||||||
Provision Charged to Operating Expenses |
831 | 250 | 1,300 | (195 | ) | (214 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance at End of Period |
$ | 3,222 | $ | 2,391 | $ | 3,662 | $ | 3,222 | $ | 3,662 | ||||||||||
|
|
|
|
|
|
|
|
|
|
21
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS (Continued)
The following table details the information on the allowance for loan losses by portfolio segment for the three months ended September 30, 2011 and 2010.
Real Estate | Commercial and Industrial |
Consumer | Unallocated | Total | ||||||||||||||||
(Dollars in Thousands) | ||||||||||||||||||||
September 30, 2011 |
||||||||||||||||||||
Allowance for Loan Losses: |
||||||||||||||||||||
Beginning Balance |
$ | 24,115 | $ | 82,845 | $ | 1,587 | $ | 482 | $ | 109,029 | ||||||||||
Charge-Offs |
2,142 | 14,023 | 386 | | 16,551 | |||||||||||||||
Recoveries on Loans Previously Charged Off |
| 1,014 | 31 | | 1,045 | |||||||||||||||
Provision |
(165 | ) | 4,961 | 992 | 1,481 | 7,269 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance |
$ | 21,808 | $ | 74,797 | $ | 2,224 | $ | 1,963 | $ | 100,792 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 3,630 | $ | 25,915 | $ | 285 | $ | | $ | 29,830 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 18,178 | $ | 48,882 | $ | 1,939 | $ | 1,963 | $ | 70,962 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Loans Receivable: |
||||||||||||||||||||
Ending Balance |
$ | 754,472 | $ | 1,192,740 | $ | 44,819 | $ | | $ | 1,992,031 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 47,172 | $ | 95,959 | $ | 1,158 | $ | | $ | 144,289 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 707,300 | $ | 1,096,781 | $ | 43,661 | $ | | $ | 1,847,742 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
September 30, 2010 |
||||||||||||||||||||
Allowance for Loan Losses: |
||||||||||||||||||||
Beginning Balance |
$ | 32,045 | $ | 140,504 | $ | 2,198 | $ | 1,920 | $ | 176,667 | ||||||||||
Charge-Offs |
2,864 | 20,131 | 209 | | 23,204 | |||||||||||||||
Recoveries on Loans Previously Charged Off |
1,168 | 688 | 44 | | 1,900 | |||||||||||||||
Provision |
9,394 | 11,122 | 625 | (441 | ) | 20,700 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance |
$ | 39,743 | $ | 132,183 | $ | 2,658 | $ | 1,479 | $ | 176,063 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 1,457 | $ | 25,182 | $ | 174 | $ | | $ | 26,813 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 38,286 | $ | 107,001 | $ | 2,484 | $ | 1,479 | $ | 149,250 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Loans Receivable: |
||||||||||||||||||||
Ending Balance |
$ | 883,568 | $ | 1,447,669 | $ | 53,237 | $ | | $ | 2,384,474 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 80,461 | $ | 155,083 | $ | 538 | $ | | $ | 236,082 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 803,107 | $ | 1,292,586 | $ | 52,699 | $ | | $ | 2,148,392 | ||||||||||
|
|
|
|
|
|
|
|
|
|
22
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS (Continued)
The following table details the information on the allowance for loan losses by portfolio segment for the nine months ended September 30, 2011 and 2010.
Real Estate | Commercial and Industrial |
Consumer | Unallocated | Total | ||||||||||||||||
(Dollars in Thousands) | ||||||||||||||||||||
September 30, 2011 |
||||||||||||||||||||
Allowance for Loan Losses: |
||||||||||||||||||||
Beginning Balance |
$ | 32,766 | $ | 108,986 | $ | 2,079 | $ | 2,228 | $ | 146,059 | ||||||||||
Charge-Offs |
14,786 | 46,715 | 883 | | 62,384 | |||||||||||||||
Recoveries on Loans Previously Charged Off |
2,744 | 6,025 | 53 | | 8,822 | |||||||||||||||
Provision |
1,084 | 6,501 | 975 | (265 | ) | 8,295 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance |
$ | 21,808 | $ | 74,797 | $ | 2,224 | $ | 1,963 | $ | 100,792 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 3,630 | $ | 25,915 | $ | 285 | $ | | $ | 29,830 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 18,178 | $ | 48,882 | $ | 1,939 | $ | 1,963 | $ | 70,962 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Loans Receivable: |
||||||||||||||||||||
Ending Balance |
$ | 754,472 | $ | 1,192,740 | $ | 44,819 | $ | | $ | 1,992,031 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 47,172 | $ | 95,959 | $ | 1,158 | $ | | $ | 144,289 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 707,300 | $ | 1,096,781 | $ | 43,661 | $ | | $ | 1,847,742 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
September 30, 2010 |
||||||||||||||||||||
Allowance for Loan Losses: |
||||||||||||||||||||
Beginning Balance |
$ | 30,081 | $ | 112,225 | $ | 2,690 | $ | | $ | 144,996 | ||||||||||
Charge-Offs |
20,681 | 72,168 | 1,187 | | 94,036 | |||||||||||||||
Recoveries on Loans Previously Charged Off |
3,033 | 4,195 | 165 | | 7,393 | |||||||||||||||
Provision |
27,310 | 87,931 | 990 | 1,479 | 117,710 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance |
$ | 39,743 | $ | 132,183 | $ | 2,658 | $ | 1,479 | $ | 176,063 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 1,457 | $ | 25,182 | $ | 174 | $ | | $ | 26,813 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 38,286 | $ | 107,001 | $ | 2,484 | $ | 1,479 | $ | 149,250 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Loans Receivable: |
||||||||||||||||||||
Ending Balance |
$ | 883,568 | $ | 1,447,669 | $ | 53,237 | $ | | $ | 2,384,474 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Individually Evaluated for Impairment |
$ | 80,461 | $ | 155,083 | $ | 538 | $ | | $ | 236,082 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending Balance: Collectively Evaluated for Impairment |
$ | 803,107 | $ | 1,292,586 | $ | 52,699 | $ | | $ | 2,148,392 | ||||||||||
|
|
|
|
|
|
|
|
|
|
Credit Quality Indicators
As part of the on-going monitoring of the credit quality of our loan portfolio, we utilize an internal loan grading system to identify credit risk and assign an appropriate grade (from 0 to 8) for each and every loan in our loan portfolio.
Pass-grade (0 to 4) loans are reviewed for reclassification on an annual basis, while criticized (5) and classified (6 and 7) loans are reviewed semi-annually. Additional adjustments are made when determined to be necessary. The loan grade definitions are as follows:
Pass: These loans, risk rated 0 to 4, are in compliance in all respects with the Banks credit policy and regulatory requirements, and do not exhibit any potential for defined weaknesses as defined under Special Mention (5), Substandard (6) or Doubtful (7). This is the strongest level of the Banks loan grading system. It incorporates all performing loans with no credit weaknesses. It includes cash and stock/security secured loans or other investment grade loans. Following are sub categories within the Pass grade:
Pass 0: Secured in full by cash or cash equivalents.
Pass 1: A very strong, well-structured credit relationship with an established borrower.
23
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS (Continued)
The relationship should be supported by audited financial statements indicating cash flow, well in excess of debt service requirements, excellent liquidity, and very strong capital.
Pass 2: These loans require a well-structured credit that may not be as seasoned or as high quality as grade 1. Capital, liquidity, debt service capacity, and collateral coverage must all be well above average. This category includes individuals with substantial net worth supported by liquid assets and strong income.
Pass 3: Loans or commitments to borrowers exhibiting a fully acceptable credit risk. These borrowers should have sound balance sheet proportions and significant cash flow coverage, although they may be somewhat more leveraged and exhibit greater fluctuations in earning and financing but generally would be considered very attractive to the Bank as a borrower. The borrower has historically demonstrated the ability to manage economic adversity. Real estate and asset-based loans which are designated this grade must have characteristics that place them well above the minimum underwriting requirements. Asset-based borrowers assigned this grade must exhibit extremely favorable leverage and cash flow characteristics and consistently demonstrate a high level of unused borrowing capacity
Pass 4: Loans or commitments to borrowers exhibiting either somewhat weaker balance sheet proportions or positive, but inconsistent, cash flow coverage. These borrowers may exhibit somewhat greater credit risk, and as a result of this, the Bank may have secured its exposure in an effort to mitigate the risk. If so, the collateral taken should provide an unquestionable ability to repay the indebtedness in full through liquidation, if necessary. Cash flows should be adequate to cover debt service and fixed obligations, although there may be a question about the borrowers ability to provide alternative sources of funds in emergencies. Better quality real estate and asset-based borrowers who fully comply with all underwriting standards and are performing according to projections would be assigned this grade.
Special Mention or 5: A Special Mention credit has potential weaknesses that deserve managements close attention, as the borrower is exhibiting deteriorating trends that, if not corrected, could jeopardize repayment of the debt and result in a Substandard (6) grade. Credits which have significant actual, not potential, weaknesses are assigned lower grades than this grade.
Substandard or 6: A Substandard credit has a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. A credit graded Substandard is not protected by the sound worth and paying capacity of the borrower, or of the value and type of collateral pledged. With a Substandard loan, there is a distinct possibility that the Bank will sustain some loss if the weaknesses or deficiencies are not corrected.
Doubtful or 7: A Doubtful credit is one that has critical weaknesses that would make the collection or liquidation of the full amount due improbable. However, there may be pending events that may work to strengthen the credit, and therefore the amount or timing of a possible loss cannot be determined at the current time.
Loss or 8: Loans classified Loss are considered uncollectible and of such little value that their continuance as active Bank assets is not warranted. This classification does not mean that the loan has absolutely no recovery or salvage value, but rather that the loan should be charged off now, even though partial or full recovery may be possible in the future. Loans classified Loss will be charged off in a timely manner.
24
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS (Continued)
Pass (Grade 0-4) |
Criticized (Grade 5) |
Classified (Grade 6-7) |
Total Loans | |||||||||||||
(In Thousands) | ||||||||||||||||
September 30, 2011: |
||||||||||||||||
Real Estate Loans: |
||||||||||||||||
Commercial Property |
||||||||||||||||
Retail |
$ | 277,240 | $ | 8,810 | $ | 26,103 | $ | 312,153 | ||||||||
Land |
4,382 | | 3,786 | 8,168 | ||||||||||||
Other |
281,879 | 16,445 | 39,905 | 338,229 | ||||||||||||
Construction |
8,391 | 14,080 | 16,813 | 39,284 | ||||||||||||
Residential Property |
53,878 | | 2,760 | 56,638 | ||||||||||||
Commercial and Industrial Loans: |
||||||||||||||||
Commercial Term |
||||||||||||||||
Unsecured |
107,581 | 14,423 | 45,969 | 167,973 | ||||||||||||
Secured by Real Estate |
644,301 | 45,992 | 137,507 | 827,800 | ||||||||||||
Commercial Lines of Credit |
40,544 | 9,059 | 2,911 | 52,514 | ||||||||||||
SBA |
91,184 | 746 | 26,450 | 118,380 | ||||||||||||
International |
23,876 | | 2,197 | 26,073 | ||||||||||||
Consumer Loans |
41,803 | 696 | 2,320 | 44,819 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | 1,575,059 | $ | 110,251 | $ | 306,721 | $ | 1,992,031 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
December 31, 2010: |
||||||||||||||||
Real Estate Loans: |
||||||||||||||||
Commercial Property |
||||||||||||||||
Retail |
$ | 302,696 | $ | 18,507 | $ | 38,568 | $ | 359,771 | ||||||||
Land |
3,845 | | 37,353 | 41,198 | ||||||||||||
Other |
265,957 | 20,804 | 41,493 | 328,254 | ||||||||||||
Construction |
12,958 | 25,897 | 22,139 | 60,994 | ||||||||||||
Residential Property |
59,329 | | 3,315 | 62,644 | ||||||||||||
Commercial and Industrial Loans: |
||||||||||||||||
Commercial Term |
||||||||||||||||
Unsecured |
134,709 | 24,620 | 63,739 | 223,068 | ||||||||||||
Secured by Real Estate |
617,200 | 107,645 | 171,086 | 895,931 | ||||||||||||
Commercial Lines of Credit |
40,195 | 8,019 | 10,841 | 59,055 | ||||||||||||
SBA |
68,994 | 731 | 35,965 | 105,690 | ||||||||||||
International |
38,447 | 4,693 | 1,027 | 44,167 | ||||||||||||
Consumer Loans |
48,027 | 347 | 1,926 | 50,300 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | 1,592,357 | $ | 211,263 | $ | 427,452 | $ | 2,231,072 | ||||||||
|
|
|
|
|
|
|
|
25
HANMI FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010 (Continued)
NOTE 5 LOANS (Continued)
The following is an aging analysis of past due loans, disaggregated by loan class, as of September 30, 2011 and December 31, 2010:
30-59 Days Past Due |
60-89 Days Past Due |
90 Days or More Past Due |
Total Past Due |
Current | Total Loans | Accruing 90 Days or More Past Due |
||||||||||||||||||||||
(In Thousands) | ||||||||||||||||||||||||||||
September 30, 2011: |
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Real Estate Loans: |
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Commercial Property |
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Retail |
$ | 219 | $ | 3,756 | $ | | $ | 3,975 | $ | 308,178 | $ | 312,153 | $ | | ||||||||||||||
Land |
| | 360 | 360 | 7,808 | 8,168 | | |||||||||||||||||||||
Other |
765 | | 1,092 | 1,857 | 336,372 | 338,229 | | |||||||||||||||||||||
Construction |
| | 6,142 | 6,142 | 33,142 | 39,284 | | |||||||||||||||||||||
Residential Property |
1,763 | 463 | 218 | 2,444 | 54,194 | 56,638 | | |||||||||||||||||||||
Commercial and Industrial Loans: |
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Commercial Term |
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Unsecured |
846 | 921 | 1,270 | 3,037 | 164,936 | 167,973 | | |||||||||||||||||||||
Secured by Real Estate |
2,134 | 5,214 | 2,782 | 10,130 | 817,670 | 827,800 | | |||||||||||||||||||||
Commercial Lines of Credit |
| 300 | 754 | 1,054 | 51,460 | 52,514 | | |||||||||||||||||||||
SBA |
5,213 | 6,976 | 8,625 | 20,814 | 97,566 | 118,380 | | |||||||||||||||||||||
International |
| | | | 26,073 | 26,073 | | |||||||||||||||||||||
Consumer Loans |
361 | 382 | 536 | 1,279 | 43,540 | 44,819 | | |||||||||||||||||||||
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Total |
$ | 11,301 | $ | 18,012 | $ | 21,779 | $ | 51,092 | $ | 1,940,939 | $ | 1,992,031 |