Annual report pursuant to Section 13 and 15(d)

Fair Value Measurements

v2.4.0.6
Fair Value Measurements
12 Months Ended
Dec. 31, 2011
Fair Value Measurements and Off-Balance Sheet Commitments [Abstract]  
FAIR VALUE MEASUREMENTS

NOTE 3 — FAIR VALUE MEASUREMENTS

Fair Value Measurements

FASB ASC 820, “Fair Value Measurements and Disclosures,” defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. It also establishes a fair value hierarchy about the assumptions used to measure fair value and clarifies assumptions about risk and the effect of a restriction on the sale or use of an asset.

FASB ASC 825, “Financial Instruments,” provides additional guidance for estimating fair value in accordance with FASB ASC 820 when the volume and level of activity for the asset or liability have significantly decreased. It also includes guidance on identifying circumstances that indicate a transaction is not orderly. FASB ASC 825 emphasizes that even if there has been a significant decrease in the volume and level of activity for the asset or liability and regardless of the valuation technique(s) used, the objective of a fair value measurement remains the same. FASB ASC 825 also requires additional disclosures relating to fair value measurement inputs and valuation techniques, as well as providing disclosures for all debt and equity investment securities by major security types rather than by major security categories that should be based on the nature and risks of the security during both interim and annual periods. FASB ASC is effective for interim and annual reporting periods ending after June 15, 2009 and does not require disclosures for earlier periods presented for comparative purposes at initial adoption. In periods after initial adoption, FASB ASC 825 requires comparative disclosures only for periods ending after initial adoption. We adopted FASB ASC 825 in the second quarter of 2009. The adoption of FASB ASC 825 resulted in additional disclosures that are presented in “Note 4 – Investment Securities.”

FASB ASU 2010-06, “Fair Value Measurements and Disclosures (Topic 820)” – ASU 2010-06 adds new requirements for disclosures about transfers into and out of Level 1 and 2 and separate disclosures about purchases, sales, issuances and settlements relating to Level 3 measurements. It also clarifies existing fair value disclosures about the level of disaggregation, entities will be required to provide fair value measurement disclosures for each class of assets and liabilities, and about inputs and valuation techniques used to measure fair value. ASU 2010-06 was effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures were effective for fiscal years beginning after December 15, 2010.

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.

 

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-dealer for our securities for reasonableness based on our understanding of the marketplace and we 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 preferred stocks 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 the Company’s proprietary valuation model. The fair value of the securities is determined by discounting contractual cash flows at a discount rate derived from a synthetic bond-rating method. This method relies on significant unobservable assumptions such as default spread and expected cash flows, and therefore, the Company has determined that classification of the instrument as Level 3 is appropriate.

SBA Loans Held for Sale – Loans held for sale are carried at the lower of cost or fair value. As of December 31, 2011 and 2010, we had $5.1 million and $10.0 million of 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 December 31, 2011 and 2010, the entire balance of loans held for sale was recorded at its cost. We record loans held for sale on a nonrecurring basis with Level 2 inputs.

Nonperforming loans held for sale – We reclassify certain nonperforming loans when the decision to sell those loans is made. The fair value of nonperforming loans held for sale is generally based upon the quotes, bids or sales contract price which approximate the fair value. Nonperforming loans held for sale are recorded at estimated fair value less anticipated liquidation cost. As of December 31, 2011, we had $17.5 million of nonperforming loans held for sale. We measure nonperforming loans held for sale at fair value on a nonrecurring basis with Level 3 inputs.

Impaired Loans – FASB ASC 820 applies to loans measured for impairment using the practical expedient permitted by FASB ASC 310, “Receivables,” including impaired loans measured at an observable market price (if available), or at the fair value of the loan’s collateral (if the loan is collateral dependent). Fair value of the loan’s 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 as Level 3 and subject to non-recurring fair value adjustments.

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. We are able to compare the valuation model inputs and results to widely available published industry data for reasonableness. Fair value measurements of servicing assets and servicing liabilities use significant unobservable inputs. As such, we classify them as Level 3.

Other Intangible Assets – Other intangible assets consists 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. Fair value measurements of other intangible assets use significant unobservable inputs. As such, we classify them as Level 3 and subject to non-recurring fair value adjustments.

Stock Warrants – The fair value of stock warrants was 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 based on the contract term. The dividend yield of zero is based on 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 time of the grant. As such, we classify them as Level 3 and subject to recurring fair value adjustments.

FASB ASC 320, “Investments – Debt and Equity Securities,” amended current other-than-temporary impairment (“OTTI”) guidance in GAAP for debt securities by requiring a write-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 security’s 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. FASB ASC 320 did not amend existing recognition and measurement guidance related to OTTI write-downs of equity securities. FASB ASC 320 also extended disclosure requirements about debt and equity securities to interim reporting periods. FASB ASC 320 does not require disclosures for earlier periods presented for comparative purposes at initial adoption. In periods after initial adoption, FASB ASC 320 requires comparative disclosures only for periods ending after initial adoption. We adopted FASB ASC 320 in the second quarter of 2009 and it had no impact on our financial condition or results of operations.

 

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 company’s 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, 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.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

There were no transfers of assets between Level 1 and Level 2 of the fair value hierarchy for the year ended December 31, 2011. There was a transfer of assets into Level 1 out of Level 3 of the fair value hierarchy for the year ended December 31, 2011. The transfer was due to a conversion of preferred shares of the issuer to common shares that were traded on the OTC Bulletin Board. The preferred shares were converted into common shares upon the approval of the company’s stockholders which occurred on October 6, 2010. We recognize transfers of assets between levels at the end of each respective quarterly reporting period.

 

As of December 31, 2011 and 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
    Signficant
Observable
Inputs With No
Active Market
With Identical
Characteristics
    Significant
Unobservable
Inputs
    Balance  
    (In Thousands)  

As of December 31, 2011

                               

ASSETS:

                               

Debt Securities Available for Sale:

                               

Residential Mortgage-Backed Securities

  $     $ 113,005     $     $ 113,005  

U.S. Government Agency Securities

    72,548                   72,548  

Collateralized Mortgage Obligations

          162,837             162,837  

Municipal Bonds

          3,482             3,482  

Municipal Bonds-Tax Exempt

          6,138             6,138  

Corporate Bonds

          19,836             19,836  

Other Securities

          3,335             3,335  
   

 

 

   

 

 

   

 

 

   

 

 

 

Total Debt Securities Available for Sale

  $ 72,548     $ 308,633     $     $ 381,181  
   

 

 

   

 

 

   

 

 

   

 

 

 

Equity Securities Available for Sale:

                               

Financial Services Industry

  $ 681     $     $     $ 681  
   

 

 

   

 

 

   

 

 

   

 

 

 

Total Equity Securities Available for Sale

  $ 681     $     $     $ 681  
   

 

 

   

 

 

   

 

 

   

 

 

 

Total Securities Available for Sale

  $ 73,229     $ 308,633     $     $ 381,862  
   

 

 

   

 

 

   

 

 

   

 

 

 

LIABILITIES:

                               

Stock Warrants

  $     $     $ 883     $ 883  
   

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2010

                               

ASSETS:

                               

Debt Securities Available for Sale:

                               

Residential Mortgage-Backed Securities

  $     $ 109,842     $     $ 109,842  

U.S. Government Agency Securities

    113,334                   113,334  

Collateralized Mortgage Obligations

          137,193             137,193  

Municipal Bonds

          21,028             21,028  

Municipal Bonds-Tax Exempt

          7,384             7,384  

Corporate Bonds

          20,205             20,205  

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  
   

 

 

   

 

 

   

 

 

   

 

 

 

 

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 year ended December 31, 2011:

 

                                                 
    Fair Value Measurements Using Significant Unobservable Inputs (Level 3)  
    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
December 31,
2011
 
    (In Thousands)  

LIABILITIES:

                                               

Stock Warrants

  $ 1,600     $     $ 717     $     $     $ 883  

Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

As of December 31, 2011, 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
 
    (In Thousands)  

ASSETS:

                       

Nonperforming Loans Held for Sale

  $     $     $ 17,525   (1) 

Impaired Loans

                121,689  (2)  

Other Real Estate Owned

                180  (3)  

 

(1 ) 

Includes commercial property loans of $11.1 million, commercial term loan of $5.6 million, and SBA loans of $870,500.

 

(2 ) 

Includes real estate loans of $38.7 million, commercial and industrial loans of $82.2 million, and consumer loans of $746,000.

 

(3 ) 

Includes properties from the foreclosure of real estate loans of $180,000.

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 in order 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:

 

                                 
    December 31, 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

  $ 201,683     $ 201,683     $ 249,720     $ 249,720  

Ristricted Cash

    1,818       1,818              

Term Federal Funds

    115,000       115,173              

Investment Securities Held to Maturity

    59,742       59,363       845       847  

Investment Securities Available for Sale

    381,862       381,862       413,118       413,118  

Loans Receivable, Net of Allowance for Loan Losses

    1,849,020       1,802,511       2,084,447       2,025,368  

Loans Held for Sale

    22,587       22,587       36,620       36,620  

Accrued Interest Receivable

    7,829       7,829       8,048       8,048  

Investment in Federal Home Loan Bank Stock

    22,854       22,854       27,282       27,282  

Investment in Federal Reserve Bank Stock

    8,558       8,558       7,449       7,449  

Financial Liabilities:

                               

Noninterest-Bearing Deposits

    634,466       634,466       546,815       546,815  

Interest-Bearing Deposits

    1,710,444       1,710,878       1,919,906       1,927,314  

Borrowings

    85,709       83,853       237,626       233,077  

Accrued Interest Payable

    16,032       16,032       15,966       15,966  

Off-Balance Sheet Items:

                               

Commitments to Extend Credit

    158,748       194       178,424       130  

Standby Letters of Credit

    12,742       26       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 – The carrying amounts approximate fair value due to the short-term nature of these instruments.

Restricted Cash – The carrying amount of restricted cash approximates its fair value.

Term Federal Funds – The fair value of term federal funds with original maturities of more than 90 days is estimated by discounting the cash flows based on expected maturities or repricing dates utilizing estimated market discount rates.

Investment Securities – The fair value of securities was generally obtained from market bids for similar or identical securities or obtained from independent securities brokers or dealers.

Loans Receivable, Net of Allowance for Loan Losses – Fair values were estimated for loans based on the discounted cash flow approach. The discount rate was derived from the associated yield curve plus spreads, and reflects the offering rates offered by the Bank for loans with similar financial characteristics. Yield curves are constructed by product type using the Bank’s loan pricing model for like-quality credits. The discount rates used in the Bank’s 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 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 – Loans held for sale are carried at the lower of aggregate cost or fair market value which approximates its 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 – The carrying amounts approximate fair value as the stock may be resold to the issuer at carrying value.

Noninterest-Bearing Deposits – The fair value of non-maturity deposits was the amount payable on demand at the reporting date. Non-maturity deposits include noninterest-bearing demand deposits, savings accounts and money market checking.

Interest-Bearing Deposits – The fair value of interest-bearing deposits, such as certificates of deposit, was estimated based on discounted cash flows. The discount rate used was 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 have been 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 was determined by the Black-Scholes option pricing model. The expected stock volatility is based on historical volatility of our common stock over respective expected term of the warrants. The expected life assumption is based on the contract term. The dividend yield of zero is based on 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 time of the grant.

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.