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Watchlist
Account
Capitol Federal Financial
CFFN
#6209
Rank
$1.09 B
Marketcap
๐บ๐ธ
United States
Country
$8.88
Share price
-1.22%
Change (1 day)
54.43%
Change (1 year)
๐ฆ Banks
๐ณ Financial services
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Revenue
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Price history
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Fails to deliver
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Total assets
Total liabilities
Total debt
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Net Assets
Annual Reports (10-K)
Capitol Federal Financial
Quarterly Reports (10-Q)
Financial Year FY2023 Q3
Capitol Federal Financial - 10-Q quarterly report FY2023 Q3
Text size:
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________
Form
10-Q
________________________
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
June 30, 2023
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:
001-34814
Capitol Federal Financial, Inc.
(
Exact name of registrant as specified in its charter)
Maryland
27-2631712
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
700 South Kansas Avenue,
Topeka,
Kansas
66603
(Address of principal executive offices)
(Zip Code)
(
785
)
235-1341
(Registrant's telephone number, including area code)
_____________________________________
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
CFFN
The NASDAQ Stock Market LLC
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
☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer ☐
Non-accelerated filer ☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐
No ☒
As of August 3, 2023, there were
136,186,969
shares of Capitol Federal Financial, Inc. common stock outstanding.
PART I - FINANCIAL INFORMATION
Page Number
Item 1.
Financial Statements (Unaudited)
3
Consolidated Balance Sheets at June 30, 2023 and September 30, 2022
3
Consolidated Statements of Income for the three and nine months ended June 30, 2023 and 2022
4
Consolidated Statements of Comprehensive Income for the three and nine months ended June 30, 2023 and 2022
5
Consolidated Statements of Stockholders' Equity for the three and nine months ended June 30, 2023 and 2022
6
Consolidated Statements of Cash Flows for the nine months ended June 30, 2023 and 2022
8
Notes to Consolidated Financial Statements
10
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
29
Financial Condition - Loans Receivable
32
Financial Condition - Asset Quality
37
Financial Condition - Liabilities
42
Financial Condition - Stockholders' Equity
45
Operating Results
47
Comparison of Operating Results for the three months ended June 30, 2023 and March 31, 2023
48
Comparison of Operating Results for the nine months ended June 30, 2023 and 2022
53
Comparison of Operating Results for the three months ended June 30, 2023 and 2022
59
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
67
Item 4.
Controls and Procedures
71
PART II - OTHER INFORMATION
Item 1.
Legal Proceedings
72
Item 1A.
Risk Factors
72
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
72
Item 3.
Defaults Upon Senior Securities
73
Item 4.
Mine Safety Disclosures
73
Item 5.
Other Information
73
Item 6.
Exhibits
73
INDEX TO EXHIBITS
74
SIGNATURES
76
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Dollars in thousands, except per share amounts)
June 30,
September 30,
2023
2022
ASSETS:
Cash and cash equivalents (includes interest-earning deposits of $
308,127
and $
27,467
)
$
329,409
$
49,194
Available-for-sale ("AFS") securities, at estimated fair value (amortized cost of $
1,624,837
and $
1,768,490
)
1,444,867
1,563,307
Loans receivable, net (allowance for credit losses ("ACL") of $
22,399
and $
16,371
)
7,963,360
7,464,208
Federal Home Loan Bank Topeka ("FHLB") stock, at cost
116,012
100,624
Premises and equipment, net
91,713
94,820
Income taxes receivable, net
5,894
1,266
Deferred income tax assets, net
26,889
33,884
Other assets
315,983
317,594
TOTAL ASSETS
$
10,294,127
$
9,624,897
LIABILITIES:
Deposits
$
6,092,840
$
6,194,866
Borrowings
2,986,162
2,132,154
Advances by borrowers
40,982
80,067
Other liabilities
112,858
121,311
Total liabilities
9,232,842
8,528,398
STOCKHOLDERS' EQUITY:
Preferred stock, $
.01
par value;
100,000,000
shares authorized,
no
shares issued or outstanding
—
—
Common stock, $
.01
par value;
1,400,000,000
shares authorized,
136,158,569
and
138,858,884
shares issued and outstanding as of June 30, 2023 and September 30, 2022, respectively
1,361
1,388
Additional paid-in capital
1,167,979
1,190,213
Unearned compensation, Employee Stock Ownership Plan ("ESOP")
(
28,497
)
(
29,735
)
Retained earnings
47,148
80,266
Accumulated other comprehensive (loss) income ("AOCI"), net of tax
(
126,706
)
(
145,633
)
Total stockholders' equity
1,061,285
1,096,499
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
$
10,294,127
$
9,624,897
See accompanying notes to consolidated financial statements.
3
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(Dollars in thousands, except per share amounts)
For the Three Months Ended
For the Nine Months Ended
June 30,
June 30,
2023
2022
2023
2022
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
71,918
$
56,886
$
206,056
$
168,086
Cash and cash equivalents
10,009
3,968
37,657
4,931
Mortgage-backed securities ("MBS")
4,562
5,048
14,121
14,494
FHLB stock
3,260
2,695
11,025
6,166
Investment securities
895
815
2,671
2,423
Total interest and dividend income
90,644
69,412
271,530
196,100
INTEREST EXPENSE:
Borrowings
31,449
11,644
96,504
27,961
Deposits
24,445
7,787
52,489
25,443
Total interest expense
55,894
19,431
148,993
53,404
NET INTEREST INCOME
34,750
49,981
122,537
142,696
PROVISION FOR CREDIT LOSSES
1,324
937
5,875
(
5,690
)
NET INTEREST INCOME AFTER
PROVISION FOR CREDIT LOSSES
33,426
49,044
116,662
148,386
NON-INTEREST INCOME:
Deposit service fees
3,404
3,601
9,987
10,331
Insurance commissions
888
788
2,560
2,042
Other non-interest income
1,522
1,726
3,702
4,664
Total non-interest income
5,814
6,115
16,249
17,037
NON-INTEREST EXPENSE:
Salaries and employee benefits
13,200
14,581
39,687
42,332
Information technology and related expense
6,118
4,343
16,977
13,268
Occupancy, net
3,556
3,721
10,598
10,593
Regulatory and outside services
1,436
1,572
4,274
4,212
Advertising and promotional
1,447
1,068
3,613
3,626
Federal insurance premium
1,231
784
3,289
2,200
Deposit and loan transaction costs
615
664
1,916
2,050
Office supplies and related expense
546
494
1,810
1,464
Other non-interest expense
1,187
1,163
3,576
3,299
Total non-interest expense
29,336
28,390
85,740
83,044
INCOME BEFORE INCOME TAX EXPENSE
9,904
26,769
47,171
82,379
INCOME TAX EXPENSE
1,602
5,617
8,440
17,418
NET INCOME
$
8,302
$
21,152
$
38,731
$
64,961
Basic earnings per share ("EPS")
$
0.06
$
0.16
$
0.29
$
0.48
Diluted EPS
$
0.06
$
0.16
$
0.29
$
0.48
Basic weighted average common shares
133,198,755
135,724,658
133,668,764
135,675,959
Diluted weighted average common shares
133,198,755
135,724,658
133,668,764
135,675,959
See accompanying notes to consolidated financial statements.
4
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
(Dollars in thousands)
For the Three Months Ended
For the Nine Months Ended
June 30,
June 30,
2023
2022
2023
2022
Net income
$
8,302
$
21,152
$
38,731
$
64,961
Other comprehensive income (loss), net of tax:
Changes in unrealized gains/losses on AFS securities, net of taxes of $
3,475
, $
10,043
, $(
6,151
), and $
34,710
(
10,765
)
(
31,117
)
19,062
(
107,544
)
Changes in unrealized gains/losses on cash flow hedges, net of taxes of $(
872
), $(
1,646
), $
43
, and $(
7,076
)
2,702
5,099
(
135
)
21,924
Comprehensive income (loss)
$
239
$
(
4,866
)
$
57,658
$
(
20,659
)
See accompanying notes to consolidated financial statements.
5
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited)
(Dollars in thousands, except per share amounts)
For the Nine Months Ended June 30, 2023
Additional
Unearned
Total
Common
Paid-In
Compensation
Retained
Stockholders'
Stock
Capital
ESOP
Earnings
AOCI
Equity
Balance at September 30, 2022
$
1,388
$
1,190,213
$
(
29,735
)
$
80,266
$
(
145,633
)
$
1,096,499
Net income
16,240
16,240
Other comprehensive income, net of tax
13,031
13,031
ESOP activity
(
72
)
413
341
Stock-based compensation
89
89
Repurchase of common stock
(
27
)
(
22,169
)
(
22,196
)
Cash dividends to stockholders ($
0.365
per share)
(
49,209
)
(
49,209
)
Balance at December 31, 2022
$
1,361
$
1,168,061
$
(
29,322
)
$
47,297
$
(
132,602
)
$
1,054,795
Net income
14,189
14,189
Other comprehensive income, net of tax
13,959
13,959
ESOP activity
(
76
)
412
336
Stock-based compensation
74
74
Cash dividends to stockholders ($
0.085
per share)
(
11,319
)
(
11,319
)
Balance at March 31, 2023
$
1,361
$
1,168,059
$
(
28,910
)
$
50,167
$
(
118,643
)
$
1,072,034
Net income
8,302
8,302
Other comprehensive loss, net of tax
(
8,063
)
(
8,063
)
ESOP activity
(
155
)
413
258
Stock-based compensation
75
75
Cash dividends to stockholders ($
0.085
per share)
(
11,321
)
(
11,321
)
Balance at June 30, 2023
$
1,361
$
1,167,979
$
(
28,497
)
$
47,148
$
(
126,706
)
$
1,061,285
(Continued)
6
For the Nine Months Ended June 30, 2022
Additional
Unearned
Total
Common
Paid-In
Compensation
Retained
Stockholders'
Stock
Capital
ESOP
Earnings
AOCI
Equity
Balance at September 30, 2021
$
1,388
$
1,189,633
$
(
31,387
)
$
98,944
$
(
16,305
)
$
1,242,273
Net income
22,186
22,186
Other comprehensive loss, net of tax
(
7,021
)
(
7,021
)
ESOP activity
74
413
487
Restricted stock activity, net
(
3
)
(
3
)
Stock-based compensation
123
123
Cash dividends to stockholders ($
0.305
per share)
(
41,385
)
(
41,385
)
Balance at December 31, 2021
$
1,388
$
1,189,827
$
(
30,974
)
$
79,745
$
(
23,326
)
$
1,216,660
Net income
21,623
21,623
Other comprehensive loss, net of tax
(
52,581
)
(
52,581
)
ESOP activity
48
413
461
Stock-based compensation
124
124
Cash dividends to stockholders ($
0.085
per share)
(
11,535
)
(
11,535
)
Balance at March 31, 2022
$
1,388
$
1,189,999
$
(
30,561
)
$
89,833
$
(
75,907
)
$
1,174,752
Net income
21,152
21,152
Other comprehensive loss, net of tax
(
26,018
)
(
26,018
)
ESOP activity
(
5
)
413
408
Restricted stock activity, net
(
3
)
(
3
)
Stock-based compensation
126
126
Cash dividends to stockholders ($
0.285
per share)
(
38,677
)
(
38,677
)
Balance at June 30, 2022
$
1,388
$
1,190,117
$
(
30,148
)
$
72,308
$
(
101,925
)
$
1,131,740
See accompanying notes to consolidated financial statements.
(Concluded)
7
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in thousands)
For the Nine Months Ended
June 30,
2023
2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income
38,731
64,961
Adjustments to reconcile net income to net cash provided by operating activities:
FHLB stock dividends
(
11,025
)
(
6,166
)
Provision for credit losses
5,875
(
5,690
)
Originations of loans receivable held-for-sale ("LHFS")
(
218
)
(
1,089
)
Proceeds from sales of LHFS
215
1,113
Amortization and accretion of premiums and discounts on securities
2,296
4,027
Depreciation and amortization of premises and equipment
6,816
7,020
Amortization of intangible assets
821
1,049
Amortization of deferred amounts related to FHLB advances, net
1,262
1,347
Common stock committed to be released for allocation - ESOP
935
1,356
Stock-based compensation
238
373
Changes in:
Unrestricted cash collateral from derivative counterparties, net
1,070
2,620
Other assets, net
912
6,307
Income taxes payable/receivable, net
(
4,660
)
(
2,921
)
Deferred income tax liabilities, net
878
2,182
Other liabilities
(
10,083
)
(
13,095
)
Net cash provided by operating activities
34,063
63,394
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of AFS securities
—
(
86,993
)
Proceeds from calls, maturities and principal reductions of AFS securities
141,357
261,160
Proceeds from the redemption of FHLB stock
263,807
188,618
Purchase of FHLB stock
(
268,170
)
(
196,727
)
Net change in loans receivable
(
510,851
)
(
151,805
)
Proceeds from sale of participating interest in loans receivable
5,563
—
Purchase of premises and equipment
(
4,397
)
(
4,492
)
Proceeds from sale of other real estate owned ("OREO")
533
503
Proceeds from bank-owned life insurance ("BOLI") death benefit
720
1,023
Net cash (used in) provided by investing activities
(
371,438
)
11,287
(Continued)
8
CAPITOL FEDERAL FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in thousands)
For the Nine Months Ended
June 30,
2023
2022
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends paid
(
71,849
)
(
91,597
)
Net change in deposits
(
102,026
)
(
267,513
)
Proceeds from borrowings
4,293,870
1,079,402
Repayments on borrowings
(
3,441,124
)
(
793,702
)
Change in advances by borrowers
(
39,085
)
(
16,774
)
Repurchase of common stock
(
22,196
)
—
Net cash provided by (used in) financing activities
617,590
(
90,184
)
NET INCREASE / (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH
280,215
(
15,503
)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH:
Beginning of period
49,194
70,292
End of period
329,409
54,789
See accompanying notes to consolidated financial statements.
(Concluded)
9
Notes to Consolidated Financial Statements (Unaudited)
1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
-
The consolidated financial statements include the accounts of Capitol Federal Financial, Inc.® (the "Company") and its wholly-owned subsidiary, Capitol Federal Savings Bank (the "Bank"). The Bank has two wholly-owned subsidiaries, Capitol Funds, Inc. and Capital City Investments, Inc. Capitol Funds, Inc. has a wholly-owned subsidiary, Capitol Federal Mortgage Reinsurance Company. Capital City Investments, Inc. is a real estate and investment holding company. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on
Form 10-K
for the fiscal year ended September 30, 2022, filed with the Securities and Exchange Commission ("SEC"). Interim results are not necessarily indicative of results for a full year.
Cash, Cash Equivalents and Restricted Cash
-
Cash, cash equivalents and restricted cash reported in the statement of cash flows consisted entirely of cash and cash equivalents of $
329.4
million and $
49.2
million at June 30, 2023 and September 30, 2022, respectively. At times, the Company holds restricted cash, which is reported in
other assets
on the consolidated balance sheet, related to collateral postings to/from the Bank's derivative counterparties associated with the Bank's interest rate swaps. There was
no
restricted cash at June 30, 2023 or September 30, 2022. See additional discussion regarding the interest rate swaps in Note 5. Borrowed Funds.
Net Presentation of Cash Flows Related to Borrowings
-
At times, the Bank enters into FHLB advances with contractual maturities of 90 days or less. Cash flows related to these advances are reported on a net basis in the consolidated statements of cash flows.
Recent Accounting Pronouncements
-
In March 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2022-02,
Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings
("TDRs")
and Vintage Disclos
ures. This ASU eliminates the accounting guidance for TDRs by creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Additionally, this ASU requires that an entity disclose current-period gross write-offs by year of origination for financing receivables within the scope of
Accounting Standards Codification ("ASC")
326-20,
Financial Instruments-Credit Losses-Measured at Amortized Cost
. This ASU is effective for the Company on October 1, 2023. While the adoption of this ASU is expected to result in enhanced disclosures, the Company does not expect the adoption of this ASU to have a material impact on the Company's consolidated financial condition or results of operations.
10
2.
EARNINGS PER SHARE
Shares acquired by the ESOP are not included in basic average shares outstanding until the shares are committed for allocation or vested to an employee's individual account. Unvested shares awarded pursuant to the Company's restricted stock benefit plans are treated as participating securities in the computation of EPS pursuant to the two-class method as they contain nonforfeitable rights to dividends. The two-class method is an earnings allocation that determines EPS for each class of common stock and participating security.
For the Three Months Ended
For the Nine Months Ended
June 30,
June 30,
2023
2022
2023
2022
(Dollars in thousands, except per share amounts)
Net income
$
8,302
$
21,152
$
38,731
$
64,961
Income allocated to participating securities
(
4
)
(
11
)
(
18
)
(
35
)
Net income available to common stockholders
$
8,298
$
21,141
$
38,713
$
64,926
Total basic average common shares outstanding
133,198,755
135,724,658
133,668,764
135,675,959
Effect of dilutive stock options
—
—
—
—
Total diluted average common shares outstanding
133,198,755
135,724,658
133,668,764
135,675,959
Net EPS:
Basic
$
0.06
$
0.16
$
0.29
$
0.48
Diluted
$
0.06
$
0.16
$
0.29
$
0.48
Antidilutive stock options, excluded from the diluted average
common shares outstanding calculation
368,803
507,115
373,473
531,305
11
3.
SECURITIES
The following tables reflect the amortized cost, estimated fair value, and gross unrealized gains and losses of AFS securities at the dates presented. The majority of the MBS and investment securities portfolios are composed of securities issued by United States Government-Sponsored Enterprises ("GSEs").
June 30, 2023
Gross
Gross
Estimated
Amortized
Unrealized
Unrealized
Fair
Cost
Gains
Losses
Value
(Dollars in thousands)
MBS
$
1,099,824
$
66
$
135,171
$
964,719
GSE debentures
519,983
—
44,224
475,759
Corporate bonds
4,000
—
623
3,377
Municipal bonds
1,030
—
18
1,012
$
1,624,837
$
66
$
180,036
$
1,444,867
September 30, 2022
Gross
Gross
Estimated
Amortized
Unrealized
Unrealized
Fair
Cost
Gains
Losses
Value
(Dollars in thousands)
MBS
$
1,243,270
$
365
$
155,011
$
1,088,624
GSE debentures
519,977
—
50,150
469,827
Corporate bonds
4,000
—
305
3,695
Municipal bonds
1,243
—
82
1,161
$
1,768,490
$
365
$
205,548
$
1,563,307
The following tables summarize the estimated fair value and gross unrealized losses of those AFS securities on which an unrealized loss at the dates presented was reported and the continuous unrealized loss position for less than 12 months and equal to or greater than 12 months as of the dates presented.
June 30, 2023
Less Than 12 Months
Equal to or Greater Than 12 Months
Estimated
Unrealized
Estimated
Unrealized
Fair Value
Losses
Fair Value
Losses
(Dollars in thousands)
MBS
$
74,190
$
2,282
$
877,286
$
132,889
GSE debentures
—
—
475,759
44,224
Corporate bonds
1,723
277
1,654
346
Municipal bonds
1,012
18
—
—
$
76,925
$
2,577
$
1,354,699
$
177,459
September 30, 2022
Less Than 12 Months
Equal to or Greater Than 12 Months
Estimated
Unrealized
Estimated
Unrealized
Fair Value
Losses
Fair Value
Losses
(Dollars in thousands)
MBS
$
338,013
$
22,563
$
715,281
$
132,448
GSE debentures
—
—
469,827
50,150
Corporate bonds
3,695
305
—
—
Municipal bonds
1,161
82
—
—
$
342,869
$
22,950
$
1,185,108
$
182,598
12
The unrealized losses at June 30, 2023 were a result of an increase in market yields from the time the securities were purchased. In general, as market yields rise, the fair value of securities will decrease; as market yields fall, the fair value of securities will increase. Management did not record an ACL on securities in an unrealized loss position at June 30, 2023 because scheduled coupon payments have been made, management anticipates that the entire principal balance will be collected as scheduled, and neither does the Company intend to sell the securities, nor is it more likely than not that the Company will be required to sell the securities before the recovery of the remaining amortized cost amount, which could be at maturity.
The amortized cost and estimated fair value of AFS debt securities as of June 30, 2023, by contractual maturity, are shown below. Actual principal repayments may differ from contractual maturities due to prepayment or early call privileges by the issuer. In the case of MBS, borrowers on the underlying loans generally have the right to prepay their loans without penalty. For this reason, MBS are not included in the maturity categories.
Amortized
Estimated
Cost
Fair Value
(Dollars in thousands)
One year or less
$
25,000
$
24,501
One year through five years
494,983
451,258
Five years through ten years
5,030
4,389
525,013
480,148
MBS
1,099,824
964,719
$
1,624,837
$
1,444,867
The following table presents the taxable and non-taxable components of interest income on investment securities for the periods presented.
For the Three Months Ended
For the Nine Months Ended
June 30,
June 30,
2023
2022
2023
2022
(Dollars in thousands)
Taxable
$
889
$
813
$
2,651
$
2,393
Non-taxable
6
2
20
30
$
895
$
815
$
2,671
$
2,423
The following table summarizes the carrying value of securities pledged as collateral for the obligations indicated below as of the dates presented.
June 30, 2023
September 30, 2022
(Dollars in thousands)
Federal Reserve Bank of Kansas City ("FRB of Kansas City") borrowings
$
693,853
$
46,283
Public unit deposits
204,686
125,496
FHLB advances
—
572,913
$
898,539
$
744,692
.
13
4.
LOANS RECEIVABLE AND ALLOWANCE FOR CREDIT LOSSES
Loans receivable, net at the dates presented is summarized as follows:
June 30, 2023
September 30, 2022
(Dollars in thousands)
One- to four-family:
Originated
$
3,992,730
$
3,988,469
Correspondent purchased
2,441,772
2,201,886
Bulk purchased
139,571
147,939
Construction
73,166
66,164
Total
6,647,239
6,404,458
Commercial:
Commercial real estate
924,142
745,301
Commercial and industrial
106,609
79,981
Construction
193,308
141,062
Total
1,224,059
966,344
Consumer:
Home equity
94,810
92,203
Other
8,632
8,665
Total
103,442
100,868
Total loans receivable
7,974,740
7,471,670
Less:
ACL
22,399
16,371
Deferred loan fees/discounts
31,557
29,736
Premiums/deferred costs
(
42,576
)
(
38,645
)
$
7,963,360
$
7,464,208
Lending Practices and Underwriting Standards
-
Originating and purchasing one- to four-family loans is the Bank's primary lending business. The Bank also originates consumer loans primarily secured by one- to four-family residential properties and originates and participates in commercial loans. The Bank has a concentration in one- to four-family loans and geographic concentrations of these loans in Kansas and Missouri.
One- to four-family loans
- Full documentation to support an applicant's credit and income, and sufficient funds to cover all applicable fees and reserves at closing, are required on all loans. Properties securing one- to four-family loans are appraised by either staff appraisers or fee appraisers, both of which are independent of the loan origination function.
The underwriting standards for loans purchased from correspondent lenders are generally similar to the Bank's internal underwriting standards. The underwriting of loans purchased from correspondent lenders on a loan-by-loan basis is performed by the Bank's underwriters.
The Bank also originates owner-occupied construction-to-permanent loans secured by one- to four-family residential real estate. Construction draw requests and the supporting documentation are reviewed and approved by designated personnel. The Bank also performs regular documented inspections of the construction project to ensure the funds are being used for the intended purpose and the project is being completed according to the plans and specifications provided.
Commercial loans
- The Bank's commercial real estate and commercial construction loans are originated by the Bank or in participation with a lead bank. The Bank has geographic concentrations of these loans in Kansas, Missouri and Texas. When underwriting a commercial real estate or commercial construction loan, several factors are considered, such as the income producing potential of the property, cash equity provided by the borrower, the financial strength of the borrower, managerial expertise of the borrower or tenant, feasibility studies, lending experience with the borrower and the marketability of the property. For commercial real estate and commercial
14
construction participation loans, the Bank performs the same underwriting procedures as if the loan was being originated by the Bank. At the time of origination, loan-to-value ("LTV") ratios on commercial real estate loans generally do not exceed
85
% of the appraised value of the property securing the loans and the minimum debt service coverage ratio is generally
1.15
. For commercial construction loans, LTV ratios generally do not exceed
80
% of the projected appraised value of the property securing the loans and the minimum debt service coverage ratio is generally
1.15
, but it applies to the projected cash flows, and the borrower must have successful experience with the construction and operation of properties similar to the subject property. Appraisals on properties securing these loans are performed by independent state certified fee appraisers.
The Bank's commercial and industrial loans are generally made in the Bank's market areas and are underwritten on the basis of the borrower's ability to service the debt from income. Working capital loans are primarily collateralized by short-term assets whereas term loans are primarily collateralized by long-term assets. In general, commercial and industrial loans involve more credit risk than commercial real estate loans due to the type of collateral securing commercial and industrial loans. As a result of these additional complexities, variables and risks, commercial and industrial loans require more thorough underwriting and servicing than other types of loans.
Consumer loans -
The Bank offers a variety of consumer loans, the majority of which are home equity loans and lines of credit for which the Bank also has the first mortgage or the home equity line of credit is in the first lien position.
The underwriting standards for consumer loans include a determination of an applicant's payment history on other debts and an assessment of an applicant's ability to meet existing obligations and payments on the proposed loan. Although creditworthiness of an applicant is a primary consideration, the underwriting process also includes a comparison of the value of the security in relation to the proposed loan amount.
Credit Quality Indicators
-
Based on the Bank's lending emphasis and underwriting standards, management has segmented the loan portfolio into three segments: (1) one- to four-family; (2) consumer; and (3) commercial. These segments are further divided into classes for purposes of providing disaggregated credit quality information about the loan portfolio. The classes are: one- to four-family - originated, one- to four-family - correspondent purchased, one- to four-family - bulk purchased, consumer - home equity, consumer - other, commercial - commercial real estate, and commercial - commercial and industrial. One- to four-family construction loans are included in the originated class and commercial construction loans are included in the commercial real estate class. As part of the on-going monitoring of the credit quality of the Company's loan portfolio, management tracks certain credit quality indicators including trends related to loan classification and delinquency status.
Loan Classification
- In accordance with the Bank's asset classification policy, management regularly reviews the problem loans in the Bank's portfolio to determine whether any loans require classification. Loan classifications are defined as follows:
•
Special mention - These loans are performing loans on which known information about the collateral pledged or the possible credit problems of the borrower(s) have caused management to have doubts as to the ability of the borrower(s) to comply with present loan repayment terms and which may result in the future inclusion of such loans in the nonaccrual loan categories.
•
Substandard - A loan is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Substandard loans include those characterized by the distinct possibility the Bank will sustain some loss if the deficiencies are not corrected.
•
Doubtful - Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses present make collection or liquidation in full on the basis of currently existing facts and conditions and values highly questionable and improbable.
•
Loss - Loans classified as loss are considered uncollectible and of such little value that their continuance as assets on the books is not warranted.
15
The following tables set forth, as of the dates indicated, the amortized cost of loans by class of financing receivable, year of origination or most recent credit decision, and loan classification. All revolving lines of credit are presented separately, regardless of origination year. Loans classified as doubtful or loss are individually evaluated for loss. At June 30, 2023 and September 30, 2022, there were
no
loans classified as doubtful, and all loans classified as loss were fully charged-off. The commercial special mention loans presented in the "Current Fiscal Year" column are related to three loans in a single commercial relationship where the borrower has experienced some performance issues, but is beginning to trend in a positive direction.
June 30, 2023
Current
Fiscal
Fiscal
Fiscal
Fiscal
Revolving
Fiscal
Year
Year
Year
Year
Prior
Line of
Year
2022
2021
2020
2019
Years
Credit
Total
(Dollars in thousands)
One- to four-family:
Originated
Pass
$
246,776
$
588,085
$
895,532
$
583,237
$
259,986
$
1,454,283
$
—
$
4,027,899
Special Mention
292
1,339
791
1,076
1,139
8,507
—
13,144
Substandard
—
155
109
559
732
7,363
—
8,918
Correspondent purchased
Pass
335,623
523,658
621,396
253,451
64,274
665,666
—
2,464,068
Special Mention
309
167
1,386
420
358
2,150
—
4,790
Substandard
—
229
—
—
168
3,127
—
3,524
Bulk purchased
Pass
—
—
—
—
—
136,828
—
136,828
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
3,237
—
3,237
583,000
1,113,633
1,519,214
838,743
326,657
2,281,161
—
6,662,408
Commercial:
Commercial real estate
Pass
294,232
260,807
229,427
122,602
82,804
80,446
10,747
1,081,065
Special Mention
2,495
28,441
—
—
—
—
—
30,936
Substandard
—
—
—
594
219
286
—
1,099
Commercial and industrial
Pass
26,765
24,093
13,291
3,788
2,931
871
20,275
92,014
Special Mention
13,468
—
—
—
—
—
936
14,404
Substandard
—
11
—
73
—
83
—
167
336,960
313,352
242,718
127,057
85,954
81,686
31,958
1,219,685
Consumer:
Home equity
Pass
4,152
5,802
2,093
1,202
858
2,339
77,968
94,414
Special Mention
—
46
—
—
—
73
234
353
Substandard
—
—
—
—
17
15
236
268
Other
Pass
3,423
3,044
1,038
423
168
202
328
8,626
Special Mention
—
—
—
5
—
—
—
5
Substandard
—
—
—
—
—
—
—
—
7,575
8,892
3,131
1,630
1,043
2,629
78,766
103,666
Total
$
927,535
$
1,435,877
$
1,765,063
$
967,430
$
413,654
$
2,365,476
$
110,724
$
7,985,759
16
September 30, 2022
Fiscal
Fiscal
Fiscal
Fiscal
Fiscal
Revolving
Year
Year
Year
Year
Year
Prior
Line of
2022
2021
2020
2019
2018
Years
Credit
Total
(Dollars in thousands)
One- to four-family:
Originated
Pass
$
563,460
$
930,019
$
624,274
$
281,342
$
212,037
$
1,406,444
$
—
$
4,017,576
Special Mention
47
457
1,111
518
428
7,641
—
10,202
Substandard
158
—
278
1,106
256
8,968
—
10,766
Correspondent purchased
Pass
494,854
651,363
273,626
69,752
104,150
627,390
—
2,221,135
Special Mention
—
—
—
355
1,186
1,197
—
2,738
Substandard
—
—
—
168
513
4,783
—
5,464
Bulk purchased
Pass
—
—
—
—
—
144,840
—
144,840
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
—
—
—
3,637
—
3,637
1,058,519
1,581,839
899,289
353,241
318,570
2,204,900
—
6,416,358
Commercial:
Commercial real estate
Pass
366,794
221,001
111,689
86,456
41,322
46,383
7,436
881,081
Special Mention
565
—
—
—
—
—
—
565
Substandard
436
—
594
221
239
30
—
1,520
Commercial and industrial
Pass
38,442
17,453
5,708
4,212
919
630
11,413
78,777
Special Mention
—
—
—
—
—
—
—
—
Substandard
—
—
78
—
73
10
1,052
1,213
406,237
238,454
118,069
90,889
42,553
47,053
19,901
963,156
Consumer:
Home equity
Pass
6,447
2,375
1,486
982
992
2,020
77,448
91,750
Special Mention
—
66
—
—
—
—
233
299
Substandard
—
—
—
18
—
3
331
352
Other
Pass
4,207
1,977
843
408
651
201
369
8,656
Special Mention
—
—
7
—
—
—
—
7
Substandard
1
—
—
—
—
—
—
1
10,655
4,418
2,336
1,408
1,643
2,224
78,381
101,065
Total
$
1,475,411
$
1,824,711
$
1,019,694
$
445,538
$
362,766
$
2,254,177
$
98,282
$
7,480,579
17
Delinquency Status
- The following tables set forth, as of the dates indicated, the amortized cost of current loans, loans 30 to 89 days delinquent, and loans 90 or more days delinquent or in foreclosure ("90+/FC"), by class of financing receivable and year of origination or most recent credit decision as of the dates indicated. All revolving lines of credit are presented separately, regardless of origination year.
June 30, 2023
Current
Fiscal
Fiscal
Fiscal
Fiscal
Revolving
Fiscal
Year
Year
Year
Year
Prior
Line of
Year
2022
2021
2020
2019
Years
Credit
Total
(Dollars in thousands)
One- to four-family:
Originated
Current
$
246,776
$
589,424
$
896,210
$
583,892
$
261,057
$
1,464,668
$
—
$
4,042,027
30-89
292
—
222
696
800
4,345
—
6,355
90+/FC
—
155
—
284
—
1,140
—
1,579
Correspondent purchased
Current
335,623
523,658
620,223
253,305
64,274
666,621
—
2,463,704
30-89
309
167
2,559
566
358
2,840
—
6,799
90+/FC
—
229
—
—
168
1,482
—
1,879
Bulk purchased
Current
—
—
—
—
—
138,916
—
138,916
30-89
—
—
—
—
—
—
—
—
90+/FC
—
—
—
—
—
1,149
—
1,149
583,000
1,113,633
1,519,214
838,743
326,657
2,281,161
—
6,662,408
Commercial:
Commercial real estate
Current
296,415
289,248
229,427
122,602
82,804
80,466
10,747
1,111,709
30-89
312
—
—
—
—
10
—
322
90+/FC
—
—
—
594
219
256
—
1,069
Commercial and industrial
Current
40,233
24,104
13,291
3,788
2,931
871
20,960
106,178
30-89
—
—
—
—
—
—
251
251
90+/FC
—
—
—
73
—
83
—
156
336,960
313,352
242,718
127,057
85,954
81,686
31,958
1,219,685
Consumer:
Home equity
Current
4,152
5,808
2,093
1,146
858
2,415
78,132
94,604
30-89
—
40
—
56
17
—
266
379
90+/FC
—
—
—
—
—
12
40
52
Other
Current
3,419
2,964
1,038
425
166
202
328
8,542
30-89
4
80
—
3
2
—
—
89
90+/FC
—
—
—
—
—
—
—
—
7,575
8,892
3,131
1,630
1,043
2,629
78,766
103,666
Total
$
927,535
$
1,435,877
$
1,765,063
$
967,430
$
413,654
$
2,365,476
$
110,724
$
7,985,759
18
September 30, 2022
Fiscal
Fiscal
Fiscal
Fiscal
Fiscal
Revolving
Year
Year
Year
Year
Year
Prior
Line of
2022
2021
2020
2019
2018
Years
Credit
Total
(Dollars in thousands)
One- to four-family:
Originated
Current
$
563,507
$
930,476
$
625,110
$
282,598
$
212,549
$
1,417,268
$
—
$
4,031,508
30-89
—
—
553
—
64
3,506
—
4,123
90+/FC
158
—
—
368
108
2,279
—
2,913
Correspondent purchased
Current
494,854
651,363
273,626
70,107
105,336
629,150
—
2,224,436
30-89
—
—
—
—
—
1,117
—
1,117
90+/FC
—
—
—
168
513
3,103
—
3,784
Bulk purchased
Current
—
—
—
—
—
146,399
—
146,399
30-89
—
—
—
—
—
921
—
921
90+/FC
—
—
—
—
—
1,157
—
1,157
1,058,519
1,581,839
899,289
353,241
318,570
2,204,900
—
6,416,358
Commercial:
Commercial real estate
Current
367,795
221,001
111,689
86,456
41,322
46,383
7,436
882,082
30-89
—
—
—
—
—
—
—
—
90+/FC
—
—
594
221
239
30
—
1,084
Commercial and industrial
Current
38,442
17,453
5,786
4,212
919
630
12,465
79,907
30-89
—
—
—
—
—
—
—
—
90+/FC
—
—
—
—
73
10
—
83
406,237
238,454
118,069
90,889
42,553
47,053
19,901
963,156
Consumer:
Home equity
Current
6,447
2,441
1,429
1,000
980
1,999
77,633
91,929
30-89
—
—
57
—
12
24
226
319
90+/FC
—
—
—
—
—
—
153
153
Other
Current
4,205
1,964
844
404
651
201
368
8,637
30-89
2
13
6
4
—
—
1
26
90+/FC
1
—
—
—
—
—
—
1
10,655
4,418
2,336
1,408
1,643
2,224
78,381
101,065
Total
$
1,475,411
$
1,824,711
$
1,019,694
$
445,538
$
362,766
$
2,254,177
$
98,282
$
7,480,579
19
Delinquent and Nonaccrual Loans
-
The following tables present the amortized cost, at the dates indicated, by class, of loans 30 to 89 days delinquent, loans 90 or more days delinquent or in foreclosure, total delinquent loans, current loans, and total loans. At June 30, 2023 and September 30, 2022, all loans 90 or more days delinquent were on nonaccrual status.
June 30, 2023
90 or More Days
Total
Total
30 to 89 Days
Delinquent or
Delinquent
Current
Amortized
Delinquent
in Foreclosure
Loans
Loans
Cost
(Dollars in thousands)
One- to four-family:
Originated
$
6,355
$
1,579
$
7,934
$
4,042,027
$
4,049,961
Correspondent purchased
6,799
1,879
8,678
2,463,704
2,472,382
Bulk purchased
—
1,149
1,149
138,916
140,065
Commercial:
Commercial real estate
322
1,069
1,391
1,111,709
1,113,100
Commercial and industrial
251
156
407
106,178
106,585
Consumer:
Home equity
379
52
431
94,604
95,035
Other
89
—
89
8,542
8,631
$
14,195
$
5,884
$
20,079
$
7,965,680
$
7,985,759
September 30, 2022
90 or More Days
Total
Total
30 to 89 Days
Delinquent or
Delinquent
Current
Amortized
Delinquent
in Foreclosure
Loans
Loans
Cost
(Dollars in thousands)
One- to four-family:
Originated
$
4,123
$
2,913
$
7,036
$
4,031,508
$
4,038,544
Correspondent purchased
1,117
3,784
4,901
2,224,436
2,229,337
Bulk purchased
921
1,157
2,078
146,399
148,477
Commercial:
Commercial real estate
—
1,084
1,084
882,082
883,166
Commercial and industrial
—
83
83
79,907
79,990
Consumer:
Home equity
319
153
472
91,929
92,401
Other
26
1
27
8,637
8,664
$
6,506
$
9,175
$
15,681
$
7,464,898
$
7,480,579
The amortized cost of mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process as of June 30, 2023 and September 30, 2022 was $
2.2
million and $
2.0
million, respectively, which is included in loans 90 or more days delinquent or in foreclosure in the tables above. The carrying value of residential OREO held as a result of obtaining physical possession upon completion of a foreclosure or through completion of a deed in lieu of foreclosure was $
328
thousand at September 30, 2022. There was
no
residential OREO held as of June 30, 2023.
20
The following table presents the amortized cost at June 30, 2023 and September 30, 2022, by class, of loans classified as nonaccrual. Additionally, the amortized cost of nonaccrual loans that had no related ACL is presented, all of which were individually evaluated for loss and any identified losses have been charged off.
June 30, 2023
September 30, 2022
Nonaccrual Loans
Nonaccrual Loans with No ACL
Nonaccrual Loans
Nonaccrual Loans with No ACL
(Dollars in thousands)
One- to four-family:
Originated
$
1,873
$
530
$
3,135
$
1,018
Correspondent purchased
1,879
—
3,784
304
Bulk purchased
1,405
1,093
1,157
630
Commercial:
Commercial real estate
1,099
446
1,084
449
Commercial and industrial
156
156
161
161
Consumer:
Home equity
89
37
172
19
Other
—
—
1
—
$
6,501
$
2,262
$
9,494
$
2,581
TDRs -
The following tables present the amortized cost prior to restructuring and immediately after restructuring in all loans restructured during the periods presented. These tables do not reflect the amortized cost at the end of the periods indicated. Any increase in the amortized cost at the time of the restructuring was generally due to the capitalization of delinquent interest and/or escrow balances.
For the Three Months Ended
For the Nine Months Ended
June 30, 2023
June 30, 2023
Number
Pre-
Post-
Number
Pre-
Post-
of
Restructured
Restructured
of
Restructured
Restructured
Contracts
Outstanding
Outstanding
Contracts
Outstanding
Outstanding
(Dollars in thousands)
One- to four-family:
Originated
1
$
110
$
110
1
$
110
$
110
Correspondent purchased
—
—
—
—
—
—
Bulk purchased
—
—
—
1
239
257
Commercial:
Commercial real estate
—
—
—
—
—
—
Commercial and industrial
—
—
—
—
—
—
Consumer:
Home equity
1
38
38
1
38
38
Other
—
—
—
—
—
—
2
$
148
$
148
3
$
387
$
405
21
For the Three Months Ended
For the Nine Months Ended
June 30, 2022
June 30, 2022
Number
Pre-
Post-
Number
Pre-
Post-
of
Restructured
Restructured
of
Restructured
Restructured
Contracts
Outstanding
Outstanding
Contracts
Outstanding
Outstanding
(Dollars in thousands)
One- to four-family:
Originated
—
$
—
$
—
2
$
124
$
124
Correspondent purchased
—
—
—
—
—
—
Bulk purchased
—
—
—
—
—
—
Commercial:
Commercial real estate
—
—
—
—
—
—
Commercial and industrial
—
—
—
2
124
124
Consumer:
Home equity
—
—
—
1
19
19
Other
—
—
—
—
—
—
—
$
—
$
—
5
$
267
$
267
The following table provides information on TDRs that became delinquent during the periods presented within 12 months after being restructured.
For the Three Months Ended
For the Nine Months Ended
June 30, 2023
June 30, 2022
June 30, 2023
June 30, 2022
Number of
Amortized
Number of
Amortized
Number of
Amortized
Number of
Amortized
Contracts
Cost
Contracts
Cost
Contracts
Cost
Contracts
Cost
(Dollars in thousands)
One- to four-family:
Originated
—
$
—
—
$
—
1
$
8
1
$
684
Correspondent purchased
—
—
—
—
—
—
—
—
Bulk purchased
—
—
—
—
—
—
—
—
Commercial:
Commercial real estate
—
—
—
—
—
—
—
—
Commercial and industrial
—
—
—
—
—
—
—
—
Consumer:
Home equity
—
—
1
19
—
—
1
19
Other
—
—
—
—
—
—
—
—
—
$
—
1
$
19
1
$
8
2
$
703
22
Allowance for Credit Losses
-
The following is a summary of ACL activity, by loan portfolio segment, for the periods presented.
For the Three Months Ended June 30, 2023
One- to Four-Family
Correspondent
Bulk
Originated
Purchased
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
2,139
$
3,074
$
221
$
5,434
$
14,222
$
233
$
19,889
Charge-offs
—
—
—
—
—
(
11
)
(
11
)
Recoveries
1
—
—
1
—
—
1
Provision for credit losses
15
7
18
40
2,463
17
2,520
Ending balance
$
2,155
$
3,081
$
239
$
5,475
$
16,685
$
239
$
22,399
For the Nine Months Ended June 30, 2023
One- to Four-Family
Correspondent
Bulk
Originated
Purchased
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
2,066
$
2,734
$
206
$
5,006
$
11,120
$
245
$
16,371
Charge-offs
—
—
—
—
—
(
31
)
(
31
)
Recoveries
2
—
—
2
1
2
5
Provision for credit losses
87
347
33
467
5,564
23
6,054
Ending balance
$
2,155
$
3,081
$
239
$
5,475
$
16,685
$
239
$
22,399
For the Three Months Ended June 30, 2022
One- to Four-Family
Correspondent
Bulk
Originated
Purchased
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
1,709
$
2,129
$
241
$
4,079
$
11,031
$
202
$
15,312
Charge-offs
—
—
—
—
—
(
10
)
(
10
)
Recoveries
126
—
—
126
52
7
185
Provision for credit losses
69
308
(
17
)
360
407
29
796
Ending balance
$
1,904
$
2,437
$
224
$
4,565
$
11,490
$
228
$
16,283
For the Nine Months Ended June 30, 2022
One- to Four-Family
Correspondent
Bulk
Originated
Purchased
Purchased
Total
Commercial
Consumer
Total
(Dollars in thousands)
Beginning balance
$
1,612
$
2,062
$
304
$
3,978
$
15,652
$
193
$
19,823
Charge-offs
(
4
)
—
—
(
4
)
(
10
)
(
16
)
(
30
)
Recoveries
137
—
—
137
101
12
250
Provision for credit losses
159
375
(
80
)
454
(
4,253
)
39
(
3,760
)
Ending balance
$
1,904
$
2,437
$
224
$
4,565
$
11,490
$
228
$
16,283
23
The key assumptions in the Company's ACL model include the economic forecast, the forecast and reversion to mean time periods, and prepayment and curtailment assumptions. Management also considered certain qualitative factors when evaluating the adequacy of the ACL at June 30, 2023. The key assumptions utilized in estimating the Company's ACL at June 30, 2023 are discussed below.
•
Economic Forecast
- Management considered several economic forecasts provided by a third party and selected an economic forecast that was the most appropriate considering the facts and circumstances at June 30, 2023. The forecasted economic indices applied to the model at June 30, 2023 were the national unemployment rate, changes in commercial real estate price index, changes in home values, and changes in the U.S. gross domestic product. The economic index most impactful to all loan pools within the model at June 30, 2023 was the national unemployment rate. The forecasted national unemployment rate in the economic scenario selected by management at June 30, 2023 had the national unemployment rate gradually increasing to
4.0
% by June 30, 2024 which was the end of our four quarter forecast time period.
•
Forecast and reversion to mean time periods
- The forecasted time period and the reversion to mean time period were each four quarters for all of the economic indices at June 30, 2023.
•
Prepayment and curtailment assumptions
- The assumptions used at June 30, 2023 were generally based on actual historical prepayment and curtailment speeds for each respective loan pool in the model. During the current year, there was a slowdown in portfolio prepayment speeds which reduced the projected prepayment speeds used in the model for generally all loan categories.
•
Qualitative factors
- The qualitative factors applied by management at June 30, 2023 included the following:
◦
The economic uncertainties related to the unemployment rate, the labor force composition, and the labor participation rate that are not captured in the economic forecasts; and
◦
Other management considerations related to commercial real estate loans that were not captured via the model assumptions.
Reserve for Off-Balance Sheet Credit Exposures
-
The following is a summary of the changes in reserve for off-balance sheet credit exposures during the periods indicated. At June 30, 2023 and September 30, 2022, the Bank's off-balance sheet credit exposures totaled $
909.7
million and $
992.6
million, respectively.
For the Three Months Ended
For the Nine Months Ended
June 30, 2023
June 30, 2022
June 30, 2023
June 30, 2022
(Dollars in thousands)
Beginning balance
$
5,768
$
3,672
$
4,751
$
5,743
(Release)/provision for credit losses
(
1,196
)
141
(
179
)
(
1,930
)
Ending balance
$
4,572
$
3,813
$
4,572
$
3,813
5.
BORROWED FUNDS
FHLB Borrowings and Interest Rate Swaps
- As of June 30, 2023 and September 30, 2022, the Bank held interest rate swap agreements with an aggregate notional amount of $
365.0
million in order to hedge the variable cash flows associated with $
365.0
million of adjustable-rate FHLB advances. At June 30, 2023 and September 30, 2022, the interest rate swap agreements had an average remaining term to maturity of
2.3
years and
3.1
years, respectively. The interest rate swaps were designated as cash flow hedges and involved the receipt of variable amounts from a counterparty in exchange for the Bank making fixed-rate payments over the life of the interest rate swap agreements. At June 30, 2023 and September 30, 2022, the interest rate swaps were in a gain position with a total fair value of $
12.4
million and $
12.5
million respectively, which was reported in
other assets
on the consolidated balance sheet. During the three and nine month periods ended June 30, 2023, $
1.7
million and $
3.7
million, respectively, was reclassified from AOCI as a decrease to interest expense. During the three and nine month periods ended June 30, 2022, $
1.3
million and $
4.8
million was reclassified from AOCI as an increase to interest expense. At June 30, 2023, the Company estimated that $
8.9
million of interest expense associated with the interest rate swaps would be reclassified from AOCI as a decrease to interest expense on FHLB borrowings during the next 12 months. The Bank has minimum collateral posting thresholds with its derivative counterparties and posts collateral on a daily basis. The Bank held cash collateral of $
13.1
million and $
12.1
million at June 30, 2023 and September 30, 2022, respectively.
During the current nine month period, the Bank utilized a leverage strategy (the "leverage strategy") to increase earnings. The leverage strategy involved borrowing on the Bank's FHLB line of credit or by entering into short-term FHLB advances, depending on the rates offered by FHLB, with all of the balance being paid down at quarter end, or earlier if the strategy was not profitable. The proceeds of the borrowings, net of the required FHLB stock holdings, were deposited at the FRB of Kansas City.
24
6.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair Value Measurements
- The Company uses fair value measurements to record fair value adjustments to certain financial instruments and to determine fair value disclosures in accordance with
ASC
820 and ASC 825. The Company's AFS securities and interest rate swaps are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record at fair value other financial instruments on a non-recurring basis, such as OREO and loans individually evaluated for impairment. These non-recurring fair value adjustments involve the application of lower of cost or fair value accounting or write-downs of individual financial instruments.
The Company groups its financial instruments at fair value in three levels based on the markets in which the financial instruments are traded and the reliability of the assumptions used to determine fair value. These levels are:
•
Level 1 - Valuation is based upon quoted prices for identical instruments traded in active markets.
•
Level 2 - Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
•
Level 3 - Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect the Company's own estimates of assumptions that market participants would use in pricing the financial instrument. Valuation techniques include the use of option pricing models, discounted cash flow models, and similar techniques. The results cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the financial instrument.
The Company bases the fair value of its financial instruments on the price that would be received from the sale of an instrument in an orderly transaction between market participants at the measurement date under current market conditions. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.
The following is a description of valuation methodologies used for financial instruments measured at fair value on a recurring basis.
AFS Securities
- The Company's AFS securities portfolio is carried at estimated fair value. The majority of the securities within the AFS portfolio were issued by GSEs. The Company primarily uses prices obtained from third party pricing services to determine the fair value of its securities. On a quarterly basis, management corroborates a sample of prices obtained from the third party pricing service for Level 2 securities by comparing them to an independent source. If the price provided by the independent source varies by more than a predetermined percentage from the price received from the third party pricing service, then the variance is researched by management. The Company did not have to adjust prices obtained from the third party pricing service when determining the fair value of its securities during the nine months ended June 30, 2023 or during fiscal year 2022. The Company's major security types, based on the nature and risks of the securities, are:
•
GSE Debentures - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking any embedded options into consideration and are discounted using current market yields for similar securities. (Level 2)
•
MBS - Estimated fair values are based on a discounted cash flow method. Cash flows are determined based on prepayment projections of the underlying mortgages and are discounted using current market yields for benchmark securities. (Level 2)
•
Corporate Bonds and Municipal Bonds - Estimated fair values are based on a discounted cash flow method. Cash flows are determined by taking any embedded options into consideration and are discounted using current market yields for securities with similar credit profiles. (Level 2)
Interest Rate Swaps
- The Company's interest rate swaps are designated as cash flow hedges and are reported at fair value in other assets on the consolidated balance sheet if in a gain position, and in other liabilities if in a loss position, with any unrealized gains and losses, net of taxes, reported as adjustments to AOCI in stockholders' equity. See "Note 5. Borrowed Funds" for additional information. The estimated fair values of the interest rates swaps are obtained from the counterparty and are determined by a discounted cash flow analysis using observable market-based inputs. On a quarterly basis, management corroborates the estimated fair values by internally calculating the estimated fair value using a discounted cash flow analysis with independent observable market-based inputs from a third party. No adjustments were made to the estimated fair values obtained from the counterparty during the nine months ended June 30, 2023 or during fiscal year 2022. (Level 2)
25
The following tables provide the level of valuation assumption used to determine the carrying value of the Company's financial instruments measured at fair value on a recurring basis at the dates presented. The Company did
no
t have any Level 3 financial instruments measured at fair value on a recurring basis at June 30, 2023 or September 30, 2022.
June 30, 2023
Quoted Prices
Significant
Significant
in Active Markets
Other Observable
Unobservable
Carrying
for Identical Assets
Inputs
Inputs
Value
(Level 1)
(Level 2)
(Level 3)
(Dollars in thousands)
Assets:
AFS Securities:
MBS
$
964,719
$
—
$
964,719
$
—
GSE debentures
475,759
—
475,759
—
Corporate bonds
3,377
—
3,377
—
Municipal bonds
1,012
—
1,012
—
1,444,867
—
1,444,867
—
Interest rate swaps
12,369
—
12,369
—
$
1,457,236
$
—
$
1,457,236
$
—
September 30, 2022
Quoted Prices
Significant
Significant
in Active Markets
Other Observable
Unobservable
Carrying
for Identical Assets
Inputs
Inputs
Value
(Level 1)
(Level 2)
(Level 3)
(Dollars in thousands)
Assets:
AFS Securities:
MBS
$
1,088,624
$
—
$
1,088,624
$
—
GSE debentures
469,827
—
469,827
—
Corporate bonds
3,695
—
3,695
—
Municipal bonds
1,161
—
1,161
—
1,563,307
—
1,563,307
—
Interest rate swaps
12,547
—
12,547
—
$
1,575,854
$
—
$
1,575,854
$
—
The following is a description of valuation methodologies used for significant financial instruments measured at fair value on a non-recurring basis. The significant unobservable inputs used in the determination of the fair value of assets classified as Level 3 have an inherent measurement uncertainty that, if changed, could result in higher or lower fair value measurements of these assets as of the reporting date
.
Loans Receivable
- Collateral dependent assets are assets evaluated on an individual basis. Those collateral dependent assets that are evaluated on an individual basis are considered financial assets measured at fair value on a non-recurring basis. The fair value of collateral dependent loans/loans individually evaluated for loss on a non-recurring basis during the nine months ended June 30, 2023 and 2022 that were still held in the portfolio as of June 30, 2023 and 2022 was $
3.9
million and $
4.3
million, respectively. Fair values of collateral dependent loans/loans individually evaluated for loss cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the loan and, as such, are classified as Level 3.
The one- to four-family loans included in this amount were individually evaluated to determine if the carrying value of the loan was in excess of the fair value of the collateral, less estimated selling costs of
10
%. Fair values were estimated through current appraisals. Management does not adjust or apply a discount to the appraised value of one- to four-family loans, except for the estimated sales cost noted above, and the primary unobservable input for these loans was the appraisal.
For commercial loans, if the most recent appraisal or book value of the collateral does not reflect current market conditions due to the passage of time and/or other factors, management will adjust the existing appraised or book value based on knowledge of local market conditions, recent transactions, and estimated selling costs, if applicable. Adjustments to appraised or book values are generally based on assumptions not observable in the marketplace. The primary significant unobservable inputs for commercial loans individually evaluated during the nine months ended June 30, 2023 and June 30, 2022 were downward adjustments to the book value of the
26
collateral for lack of marketability. During the nine months ended June 30, 2023, the adjustments ranged from
8
% to
100
%, with a weighted average of
21
%. During the nine months ended June 30, 2022, the adjustments ranged from
9
% to
56
%, with a weighted average of
21
%. The basis utilized in calculating the weighted averages for these adjustments was the original unadjusted value of each collateral item.
OREO
- OREO primarily represents real estate acquired as a result of foreclosure or by deed in lieu of foreclosure and is carried at lower of cost or fair value. The fair value for OREO is estimated through current appraisals or listing prices, less estimated selling costs of
10
%. Management does not adjust or apply a discount to the appraised value or listing price, except for the estimated sales costs noted above. The primary significant unobservable input for OREO was the appraisal or listing price. Fair values of foreclosed property cannot be determined with precision and may not be realized in an actual sale of the property and, as such, are classified as Level 3. There was
no
OREO measured on a non-recurring basis during the nine months ended June 30, 2023. The fair value of OREO measured on a non-recurring basis during the nine months ended June 30, 2022 that was still held in the portfolio as of June 30, 2022 was $
258
thousand. The carrying value of the properties equaled the fair value of the properties at June 30, 2023 and 2022.
Fair Value Disclosures
- The Company estimated fair value amounts using available market information and a variety of valuation methodologies as of the dates presented. Considerable judgment is required to interpret market data to develop the estimates of fair value. The estimates presented are not necessarily indicative of amounts the Company would realize from a current market exchange at subsequent dates.
The carrying amounts and estimated fair values of the Company's financial instruments by fair value hierarchy, at the dates presented, were as follows:
June 30, 2023
Carrying
Estimated Fair Value
Amount
Total
Level 1
Level 2
Level 3
(Dollars in thousands)
Assets:
Cash and cash equivalents
$
329,409
$
329,409
$
329,409
$
—
$
—
AFS securities
1,444,867
1,444,867
—
1,444,867
—
Loans receivable
7,963,360
7,547,542
—
—
7,547,542
FHLB stock
116,012
116,012
116,012
—
—
Interest rate swaps
12,369
12,369
—
12,369
—
Liabilities:
Deposits
6,092,840
6,041,135
3,452,891
2,588,244
—
Borrowings
2,986,162
2,913,752
—
2,913,752
—
September 30, 2022
Carrying
Estimated Fair Value
Amount
Total
Level 1
Level 2
Level 3
(Dollars in thousands)
Assets:
Cash and cash equivalents
$
49,194
$
49,194
$
49,194
$
—
$
—
AFS securities
1,563,307
1,563,307
—
1,563,307
—
Loans receivable
7,464,208
6,889,211
—
—
6,889,211
FHLB stock
100,624
100,624
100,624
—
—
Interest rate swaps
12,547
12,547
—
12,547
—
Liabilities:
Deposits
6,194,866
6,124,835
3,991,114
2,133,721
—
Borrowings
2,132,154
1,910,779
75,000
1,835,779
—
27
7.
ACCUMULATED OTHER COMPREHENSIVE INCOME
The following tables present the changes in the components of AOCI, net of tax, for the periods indicated.
For the Three Months Ended June 30, 2023
Unrealized
Unrealized
Gains (Losses)
Gains (Losses)
on AFS
on Cash Flow
Total
Securities
Hedges
AOCI
(Dollars in thousands)
Beginning balance
$
(
125,292
)
$
6,649
$
(
118,643
)
Other comprehensive income (loss), before reclassifications
(
10,765
)
4,369
(
6,396
)
Amount reclassified from AOCI, net of taxes of $
538
—
(
1,667
)
(
1,667
)
Other comprehensive income (loss)
(
10,765
)
2,702
(
8,063
)
Ending balance
$
(
136,057
)
$
9,351
$
(
126,706
)
For the Nine Months Ended June 30, 2023
Unrealized
Unrealized
Gains (Losses)
Gains (Losses)
on AFS
on Cash Flow
Total
Securities
Hedges
AOCI
(Dollars in thousands)
Beginning balance
$
(
155,119
)
$
9,486
$
(
145,633
)
Other comprehensive income (loss), before reclassifications
19,062
3,589
22,651
Amount reclassified from AOCI, net of taxes of $
1,202
—
(
3,724
)
(
3,724
)
Other comprehensive income (loss)
19,062
(
135
)
18,927
Ending balance
$
(
136,057
)
$
9,351
$
(
126,706
)
For the Three Months Ended June 30, 2022
Unrealized
Unrealized
Gains (Losses)
Gains (Losses)
on AFS
on Cash Flow
Total
Securities
Hedges
AOCI
(Dollars in thousands)
Beginning balance
$
(
71,776
)
$
(
4,131
)
$
(
75,907
)
Other comprehensive income (loss), before reclassifications
(
31,117
)
3,798
(
27,319
)
Amount reclassified from AOCI, net of taxes of $(
420
)
—
1,301
1,301
Other comprehensive income (loss)
(
31,117
)
5,099
(
26,018
)
Ending balance
$
(
102,893
)
$
968
$
(
101,925
)
For the Nine Months Ended June 30, 2022
Unrealized
Unrealized
Gains (Losses)
Gains (Losses)
on AFS
on Cash Flow
Total
Securities
Hedges
AOCI
(Dollars in thousands)
Beginning balance
$
4,651
$
(
20,956
)
$
(
16,305
)
Other comprehensive income (loss), before reclassifications
(
107,544
)
17,127
(
90,417
)
Amount reclassified from AOCI, net of taxes of $(
1,548
)
—
4,797
4,797
Other comprehensive income (loss)
(
107,544
)
21,924
(
85,620
)
Ending balance
$
(
102,893
)
$
968
$
(
101,925
)
28
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The Company and the Bank may from time to time make written or oral "forward-looking statements," including statements contained in documents filed or furnished by the Company with the SEC. These forward-looking statements may be included in this Quarterly Report on Form 10-Q and the exhibits attached to it, in the Company's reports to stockholders, in the Company's press releases, and in other communications by the Company, which are made in good faith pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements include statements about our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, which are subject to significant risks and uncertainties, and are subject to change based on various factors, some of which are beyond our control. The words "may," "could," "should," "would," "believe," "anticipate," "estimate," "expect," "intend," "plan" and similar expressions are intended to identify forward-looking statements. The following factors, among others, could cause our future results to differ materially from the beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions expressed in the forward-looking statements:
•
our ability to maintain overhead costs at reasonable levels;
•
our ability to originate and purchase a sufficient volume of one- to four-family loans in order to maintain the balance of that portfolio at a level desired by management;
•
our ability to invest funds in wholesale or secondary markets at favorable yields compared to the related funding source;
•
our ability to access cost-effective funding and maintain sufficient liquidity;
•
the expected synergies and other benefits from our acquisition activities might not be realized to the extent anticipated, within the anticipated time frames, or at all;
•
our ability to extend our commercial banking and trust asset management expertise across our market areas;
•
fluctuations in deposit flows;
•
the future earnings and capital levels of the Bank and the continued non-objection by our primary federal banking regulators, to the extent required, to distribute capital from the Bank to the Company, which could affect the ability of the Company to pay dividends in accordance with its dividend policy;
•
the strength of the U.S. economy in general and the strength and/or the availability of labor in the local economies in which we conduct operations, including areas where we have purchased large amounts of correspondent loans, originated commercial loans, and entered into commercial loan participations;
•
changes in real estate values, unemployment levels, general economic trends, and the level and direction of loan delinquencies and charge-offs may require changes in the estimates of the adequacy of the ACL, which may adversely affect our business;
•
increases in classified and/or non-performing assets, which may require the Bank to increase the ACL, charge-off loans and incur elevated collection and carrying costs related to such non-performing assets;
•
results of examinations of the Bank and the Company by their respective primary federal banking regulators, including the possibility that the regulators may, among other things, require us to increase our ACL;
•
changes in accounting principles, policies, or guidelines;
•
the effects of, and changes in, monetary and interest rate policies of the Board of Governors of the Federal Reserve System ("FRB");
•
the effects of, and changes in, trade and fiscal policies and laws of the United States government;
•
the effects of, and changes in, foreign and military policies of the United States government;
•
inflation, interest rate, market, monetary, and currency fluctuations and the effects of a potential economic recession or slower economic growth;
•
the impact of bank failures or adverse developments at other banks and related negative press about the banking industry in general on investor or depositor sentiment;
•
the timely development and acceptance of new products and services and the perceived overall value of these products and services by users, including the features, pricing, and quality compared to competitors' products and services;
•
the willingness of users to substitute competitors' products and services for our products and services;
•
our success in gaining regulatory approval of our products and services and branching locations, when required;
•
the impact of interpretations of, and changes in, financial services laws and regulations, including laws concerning taxes, banking, securities, consumer protection, trust and insurance and the impact of other governmental initiatives affecting the financial services industry;
•
implementing business initiatives may be more difficult or expensive than anticipated;
•
significant litigation;
•
technological changes;
•
our ability to maintain the security of our financial, accounting, technology, and other operating systems and facilities, including the ability to withstand cyber-attacks;
•
changes in consumer spending, borrowing and saving habits; and
•
our success at managing the risks involved in our business.
29
This list of factors is not all inclusive. For a discussion of risks and uncertainties related to our business that could adversely impact our operations and/or financial results, see "Part I, Item 1A. Risk Factors" in the Company's Annual Report on
Form 10-K
for the fiscal year ended September 30, 2022 and Part II, Item 1A. Risk Factors within this Quarterly Report on Form 10-Q. We do not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company or the Bank.
As used in this Form 10-Q, unless we specify or the context indicates otherwise, "the Company," "we," "us," and "our" refer to Capitol Federal Financial, Inc. a Maryland corporation, and its subsidiaries. "Capitol Federal Savings," and "the Bank," refer to Capitol Federal Savings Bank, a federal savings bank and the wholly-owned subsidiary of Capitol Federal Financial, Inc.
The following discussion and analysis is intended to assist in understanding the financial condition, results of operations, liquidity, and capital resources of the Company. The Bank comprises almost all of the consolidated assets and liabilities of the Company and the Company is dependent primarily upon the performance of the Bank for the results of its operations. Because of this relationship, references to management actions, strategies and results of actions apply to both the Bank and the Company except where the context indicates otherwise. This discussion and analysis should be read in conjunction with Management's Discussion and Analysis included in the Company's Annual Report on
Form 10-K
for the fiscal year ended September 30, 2022, filed with the SEC.
Executive Summary
The following summary should be read in conjunction with the Management's Discussion and Analysis of Financial Condition and Results of Operations section in its entirety.
The Company recognized net income of $38.7 million, or $0.29 per share, for the current year period compared to net income of $65.0 million, or $0.48 per share, for the prior year period. The decrease in net income was due primarily to lower net interest income, along with recording a provision for credit losses of $5.9 million for the current year period compared to a release of provision of $5.7 million for the prior year period, partially offset by lower income tax expense. The net interest margin decreased 32 basis points, from 1.82% for the prior year period to 1.50% for the current year period. Excluding the effects of the leverage strategy discussed in the "Financial Condition - Borrowings" section below, the net interest margin decreased 38 basis points, from 2.04% for the prior year period to 1.66% for the current year period. The decrease in the net interest margin was due mainly to an increase in the cost of borrowings and deposits, which exceeded the increase in loan yields. Net interest margin compression is anticipated to continue, and the margin is expected to compress more in the near term. See additional discussion in the "Fiscal Year 2023 Outlook" section below.
Total assets were $10.29 billion at June 30, 2023, a $669.2 million increase from September 30, 2022. The increase was mainly composed of a $499.2 million increase in the loan portfolio and a $280.2 million increase in operating cash, partially offset by a $118.4 million decrease in securities. The growth in assets was funded with additional borrowings. The increase in the loan portfolio was primarily in one- to four-family correspondent loans and commercial real estate loans. Total deposits were $6.09 billion at June 30, 2023, a decrease of $102.0 million from September 30, 2022. The decrease in deposits since September 30, 2022 was mainly in non-maturity deposits, largely money market accounts, partially offset by an increase in retail certificates of deposit and public unit certificates of deposit. Total borrowings were $2.99 billion at June 30, 2023, an increase of $854.0 million from September 30, 2022. The increase in borrowings was composed of $500.0 million in borrowings from the Federal Reserve's Bank Term Funding Program ("BTFP") with a term of one year and a net increase of $354.0 million in FHLB borrowings. While it is still management's expectation that we will stay under $10 billion in total assets at September 30, 2023, that threshold was exceeded at both March 31, 2023 and June 30, 2023. There are increased direct costs, additional regulatory burdens with indirect costs, and lost revenue, mainly related to interchange fees, associated with the Bank being over $10 billion in total assets at certain points in time and for consecutive periods of time. Being over $10 billion in total assets at both June 30, 2023 and March 31, 2023 did not result in any additional regulatory requirements, increased direct or indirect costs, or lost revenues.
We are working to limit the growth in total assets and are evaluating funding options as FHLB borrowings mature and assessing other balance sheet management opportunities. We expect to reduce the size of the one- to four-family correspondent loan portfolio over the coming months and use that cash to pay down borrowings. Slower growth or no growth in our one- to four-family originated loan portfolio will help to conserve cash as well. There were $75.4 million and $86.2 million in one-to four-family originated commitments at June 30, 2023 and March 31, 2023 respectively, and $3.2 million and $14.9 million of one-to four-family correspondent commitments at June 30, 2023 and March 31, 2023 respectively. The Bank continues to receive good commercial loan opportunities from strong borrowers and as these opportunities present themselves, we may sell select securities at a loss to provide capacity in the balance sheet to fund these loan opportunities and/or to help stay under $10 billion in assets. At June 30, 2023, there was $418.2 million of undisbursed funds related to commercial real estate and construction loans and $17.8 million of commercial real estate and construction commitments. Funding deposit run-off continues to be a challenge and could require the use of longer-term funding.
30
The Bank's asset quality remained strong, reflected in low delinquency and charge-off ratios. At June 30, 2023, loans 30 to 89 days delinquent were 0.18% of total loans receivable, net, and loans 90 or more days delinquent or in foreclosure were 0.07% of total loans receivable, net. During the current quarter and current year periods, net charge-offs ("NCOs") were $10 thousand and $26 thousand, respectively.
At June 30, 2023, the Bank's gap between the amount of interest-earning assets and interest-bearing liabilities projected to reprice within one year was $(1.00) billion, or (9.7)% of total assets, compared to $(803.5) million, or (8.0)% of total assets, at March 31, 2023. The change in the one-year gap amount was due primarily to an increase in the amount of liability cash flows coming due in one year at June 30, 2023 compared to March 31, 2023, partially offset by an increase in the amount of asset cash flows coming due for the same time period. This was due primarily to an increase in the amount of certificates of deposit and borrowings scheduled to mature within one year as of June 30, 2023 compared to March 31, 2023.
Management implemented a new core processing system ("digital transformation") for the Bank in early August 2023. We expect the new platform will allow us to introduce new products and services quickly, to drive better efficiencies and provide a more personalized experience for our customers. Our customers will experience a more modern internet banking experience, including both desktop and mobile, which will offer real-time alerts. Our customers will also have multiple options for real-time payments, which should better position the Bank for faster payment channels in the future.
Available Information
Financial and other Company information, including press releases, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all amendments to those reports can be obtained free of charge from our investor relations website, http://ir.capfed.com. SEC filings are available on our website immediately after they are electronically filed with or furnished to the SEC, and are also available on the SEC's website at www.sec.gov.
Critical Accounting Estimates
Our most critical accounting estimates are the methodologies used to determine the ACL and reserve for off-balance sheet credit exposures and fair value measurements. These estimates are important to the presentation of our financial condition and results of operations, involve a high degree of complexity, and require management to make difficult and subjective judgments that may require assumptions about highly uncertain matters. The use of different judgments, assumptions, and estimates could affect reported results materially. These critical accounting estimates and their application are reviewed at least annually by the audit committee of our Board of Directors. For a full discussion of our critical accounting estimates, see "Part II, Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Estimates" in the Company's Annual Report on
Form 10-K
for the fiscal year ended September 30, 2022.
Financial
Condition
The following table summarizes the Company's financial condition at the dates indicated.
Annualized
Annualized
June 30,
March 31,
Percent
September 30,
Percent
2023
2023
Change
2022
Change
(Dollars and shares in thousands)
Total assets
$
10,294,127
$
10,085,770
8.3
%
$
9,624,897
9.3
%
AFS securities
1,444,867
1,505,808
(16.2)
1,563,307
(10.1)
Loans receivable, net
7,963,360
7,958,567
0.2
7,464,208
8.9
Deposits
6,092,840
6,144,435
(3.4)
6,194,866
(2.2)
Borrowings
2,986,162
2,696,604
43.0
2,132,154
53.4
Stockholders' equity
1,061,285
1,072,034
(4.0)
1,096,499
(4.3)
Equity to total assets at end of period
10.3
%
10.6
%
11.4
%
Average number of basic shares outstanding
133,199
133,150
0.1
135,773
(2.5)
Average number of diluted shares outstanding
133,199
133,150
0.1
135,773
(2.5)
During the current quarter, total assets increased by $208.4 million largely due to an increase in operating cash related to proceeds from BTFP borrowings being held in cash as management evaluates funding and balance sheet management options. While the total loan portfolio balance remained relatively unchanged during the current quarter, there was a shift in the mix as commercial loans
31
increased $42.5 million, partially offset by a $36.1 million decrease in one- to four-family loans, including a $26.9 million decrease in one- to four-family correspondent loans. The Bank continues to reduce purchases of correspondent loans with the intention of correspondent purchases being near zero, which will further reduce the balance of that portfolio. The securities portfolio decreased $60.9 million during the current quarter as cash flows from securities were used for other operational needs.
Total deposits decreased $51.6 million during the current quarter, due primarily to a $217.6 million decrease in non-maturity deposits, partially offset by a $123.8 million increase in retail certificates of deposit and a $41.9 million increase in public unit certificates of deposit. Total borrowings increased $289.6 million during the current quarter. The increase in borrowings was due primarily to proceeds from new BTFP borrowings totaling $500.0 million, partially offset by a reduction in FHLB borrowings as the FHLB line of credit balance was paid off and a maturing $100.0 million FHLB advance was not renewed. Management continues to evaluate funding and balance sheet management options and may pay down additional maturing FHLB advances using proceeds from BTFP borrowings.
Loans Receivable.
The following table presents the balance and weighted average rate of our loan portfolio as of the dates indicated. The loan portfolio rate increased 10 basis points and 34 basis points during the current quarter and current year nine-month period, respectively, due primarily to one- to four-family correspondent and commercial loan growth at interest rates higher than the existing portfolios, disbursements on higher rate commercial construction loans, and repricing of existing commercial loans to higher market interest rates. The average prepayment speed on one- to four-family loans was 6% during the current quarter, 5% during the quarter ended March 31, 2023, and 7% during the quarter ended September 30, 2022.
June 30, 2023
March 31, 2023
September 30, 2022
Amount
Rate
Amount
Rate
Amount
Rate
(Dollars in thousands)
One- to four-family:
Originated
$
3,992,730
3.33
%
$
4,003,823
3.28
%
$
3,988,469
3.20
%
Correspondent purchased
2,441,772
3.41
2,468,647
3.39
2,201,886
3.10
Bulk purchased
139,571
1.60
142,527
1.36
147,939
1.24
Construction
73,166
3.42
68,355
3.21
66,164
2.90
Total
6,647,239
3.33
6,683,352
3.28
6,404,458
3.12
Commercial:
Commercial real estate
924,142
5.00
874,718
4.48
745,301
4.30
Commercial and industrial
106,609
6.07
90,200
5.40
79,981
4.30
Construction
193,308
5.54
216,685
6.30
141,062
5.34
Total
1,224,059
5.18
1,181,603
4.89
966,344
4.45
Consumer loans:
Home equity
94,810
8.60
92,506
8.17
92,203
6.28
Other
8,632
4.96
8,664
4.66
8,665
4.21
Total
103,442
8.30
101,170
7.87
100,868
6.10
Total loans receivable
7,974,740
3.67
7,966,125
3.57
7,471,670
3.33
Less:
ACL
22,399
19,889
16,371
Deferred loan fees/discounts
31,557
30,830
29,736
Premiums/deferred costs
(42,576)
(43,161)
(38,645)
Total loans receivable, net
$
7,963,360
$
7,958,567
$
7,464,208
32
Loan Activity
-
The following table summarizes activity in the loan portfolio, along with weighted average rates where applicable, for the periods indicated, excluding changes in ACL, deferred loan fees/discounts, and premiums/deferred costs. Loans that were paid off as a result of refinances are included in repayments. Loan endorsements are not included in the activity in the following table because a new loan is not generated at the time of the endorsement. The endorsed balance and rate are included in the ending loan portfolio balance and rate. Commercial loan renewals are not included in the activity in the following table unless new funds are disbursed at the time of renewal. The renewal balance and rate are included in the ending loan portfolio balance and rate.
For the Three Months Ended
For the Nine Months Ended
June 30, 2023
June 30, 2023
June 30, 2022
Amount
Rate
Amount
Rate
Amount
Rate
(Dollars in thousands)
Beginning balance
$
7,966,125
3.57
%
$
7,471,670
3.33
%
$
7,096,073
3.21
%
Originated and refinanced
235,060
6.61
780,458
5.77
787,635
3.44
Purchased and participations
62,369
6.69
613,274
5.54
476,068
3.06
Change in undisbursed loan funds
396
(145,788)
(45,115)
Repayments
(289,200)
(739,192)
(1,068,621)
Principal (charge-offs)/recoveries, net
(10)
(26)
220
Other
—
(5,656)
(509)
Ending balance
$
7,974,740
3.67
$
7,974,740
3.67
$
7,245,751
3.21
33
The following table presents loan origination, refinance, and purchase activity for the periods indicated, excluding endorsement activity, along with associated weighted average rates and percent of total. Commercial loan renewals are not included in the activity in the following table except to the extent new funds are disbursed at the time of renewal. Loan originations, purchases, and refinances are reported together.
For the Nine Months Ended
June 30, 2023
June 30, 2022
Amount
Rate
% of Total
Amount
Rate
% of Total
(Dollars in thousands)
Fixed-rate:
One- to four-family
$
341,893
5.28
%
24.5
%
$
726,704
3.09
%
57.5
%
One- to four-family construction
30,783
5.50
2.2
106,636
3.07
8.4
Commercial:
Real estate
16,373
7.17
1.2
43,939
3.91
3.5
Commercial and industrial
31,725
8.04
2.3
13,039
3.77
1.0
Construction
148,930
5.89
10.7
68,998
3.27
5.5
Home equity
4,342
8.03
0.3
3,984
5.40
0.3
Other
3,225
6.84
0.2
2,826
5.53
0.2
Total fixed-rate
577,271
5.68
41.4
966,126
3.17
76.4
Adjustable-rate:
One- to four-family
316,460
4.91
22.7
104,354
3.13
8.3
One- to four-family construction
22,537
5.09
1.6
15,255
2.95
1.2
Commercial:
Real estate
220,322
5.57
15.8
79,851
4.08
6.3
Commercial and industrial
53,099
7.26
3.8
31,413
3.81
2.5
Construction
157,528
6.12
11.3
19,742
4.02
1.6
Home equity
45,433
8.27
3.3
45,686
4.53
3.6
Other
1,082
4.02
0.1
1,276
2.89
0.1
Total adjustable-rate
816,461
5.66
58.6
297,577
3.72
23.6
Total originated, refinanced and purchased
$
1,393,732
5.67
100.0
%
$
1,263,703
3.30
100.0
%
Purchased and participation loans included above:
Fixed-rate:
Correspondent purchased - one- to four-family
$
190,076
5.14
$
346,462
2.99
Participations and purchases - commercial
19,016
9.43
69,057
3.25
Total fixed-rate purchased/participations
209,092
5.53
415,519
3.04
Adjustable-rate:
Correspondent purchased - one- to four-family
212,123
4.85
47,549
3.10
Participations and purchases - commercial
192,059
6.32
13,000
3.85
Total adjustable-rate purchased/participations
404,182
5.55
60,549
3.26
Total purchased/participation loans
$
613,274
5.54
$
476,068
3.06
One- to Four-Family Loans
- The following table presents, for our portfolio of one- to four-family loans, the amount, percent of total, weighted average rate, weighted average credit score, weighted average LTV ratio, and average balance per loan as of June 30, 2023. Credit scores are updated at least annually, with the latest update in September 2022, from a nationally recognized consumer rating agency. The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. In most cases, the most recent appraisal was obtained at the time of origination.
% of
Credit
Average
Amount
Total
Rate
Score
LTV
Balance
(Dollars in thousands)
Originated
$
3,992,730
60.7
%
3.33
%
771
60
%
$
163
Correspondent purchased
2,441,772
37.1
3.41
766
65
417
Bulk purchased
139,571
2.2
1.60
771
56
287
$
6,574,073
100.0
%
3.32
769
62
213
34
The following table presents originated and correspondent purchased activity in our one- to four-family loan portfolio, excluding endorsement activity, along with associated weighted average rates, weighted average LTVs and weighted average credit scores for the periods indicated. The majority of the correspondent loans purchased during the current quarter were from applications in the pipeline at March 31, 2023 as the Bank continues to reduce correspondent purchases to near zero.
For the Three Months Ended
For the Nine Months Ended
June 30, 2023
June 30, 2023
Credit
Credit
Amount
Rate
LTV
Score
Amount
Rate
LTV
Score
(Dollars in thousands)
Originated
$
98,257
5.78
%
77
%
767
$
309,474
5.28
%
76
%
766
Correspondent purchased
35,508
4.61
71
772
402,199
4.99
76
769
$
133,765
5.47
76
768
$
711,673
5.12
76
768
The following table summarizes our one- to four-family loan origination and refinance commitments and one- to four-family correspondent loan purchase commitments as of June 30, 2023, along with associated weighted average rates. It is expected that some of the loan commitments will expire unfunded; accordingly, the amounts reflected in the table below are not necessarily indicative of our future cash needs.
Amount
Rate
(Dollars in thousands)
Originate/refinance
$
75,445
5.98
%
Correspondent
3,156
5.77
$
78,601
5.97
Commercial Loans -
During the current quarter and nine months ended June 30, 2023, the Bank originated $117.7 million and $416.9 million of commercial loans, respectively, and entered into commercial loan participations totaling $26.9 million and $211.1 million, respectively. The Bank also processed commercial loan disbursements, excluding lines of credit, during the current quarter and nine months ended June 30, 2023 of $105.8 million and $402.3 million, respectively, at a weighted average rate of 7.27% and 5.90%, respectively.
As of June 30, 2023, March 31, 2023, and September 30, 2022, the Bank's commercial and industrial gross loan amounts (unpaid principal plus undisbursed amounts) totaled $144.8 million, $130.3 million and $100.4 million, respectively, and commitments totaled $230 thousand, $7.0 million and $458 thousand, respectively.
35
The following table presents the Bank's commercial real estate and commercial construction loans by type of primary collateral as of the dates indicated. As of June 30, 2023, the Bank had four commercial real estate and commercial construction loan commitments, totaling $17.8 million, at a weighted average rate of 6.83%. Because the commitments to pay out undisbursed funds are not cancellable by the Bank, unless the loan is in default, we generally anticipate fully funding the related projects. Of the total commercial real estate and commercial construction undisbursed amounts and commitments outstanding as of June 30, 2023, management anticipates funding approximately $89 million during the September 2023 quarter, $97 million during the December 2023 quarter, $64 million during the March 2024 quarter, and $167 million during the June 2024 quarter or later.
June 30, 2023
March 31, 2023
September 30, 2022
Unpaid
Undisbursed
Gross Loan
Gross Loan
Gross Loan
Count
Principal
Amount
Amount
Amount
Amount
(Dollars in thousands)
Retail building
143
$
257,763
$
85,466
$
343,229
$
343,725
$
230,153
Senior housing
35
280,453
30,139
310,592
325,475
328,259
Multi-family
41
75,242
234,381
309,623
233,498
122,735
Hotel
13
213,444
21,419
234,863
235,714
181,546
Office building
85
116,251
18,066
134,317
131,698
109,653
One- to four-family property
384
63,697
7,289
70,986
71,704
68,907
Single use building
29
30,043
16,434
46,477
43,171
41,908
Other
116
80,557
4,978
85,535
103,201
53,054
846
$
1,117,450
$
418,172
$
1,535,622
$
1,488,186
$
1,136,215
Weighted average rate
5.09
%
6.04
%
5.35
%
5.14
%
4.56
%
The following table summarizes the Bank's commercial real estate and commercial construction loans by state as of the dates indicated.
June 30, 2023
March 31, 2023
September 30, 2022
Unpaid
Undisbursed
Gross Loan
Gross Loan
Gross Loan
Count
Principal
Amount
Amount
Amount
Amount
(Dollars in thousands)
Kansas
621
$
443,903
$
201,532
$
645,435
$
573,346
$
423,797
Missouri
177
249,706
88,662
338,368
363,432
296,443
Texas
15
258,774
75,290
334,064
335,724
280,840
Colorado
8
40,929
14,184
55,113
55,194
34,377
Tennessee
2
24,038
18,501
42,539
42,568
—
Nebraska
8
34,710
3,039
37,749
37,867
32,992
Other
15
65,390
16,964
82,354
80,055
67,766
846
$
1,117,450
$
418,172
$
1,535,622
$
1,488,186
$
1,136,215
The following table presents the Bank's commercial loan portfolio and outstanding loan commitments, categorized by gross loan amount (unpaid principal plus undisbursed amounts) or outstanding loan commitment amount, as of June 30, 2023.
Count
Amount
(Dollars in thousands)
Greater than $30 million
9
$
437,982
>$15 to $30 million
19
399,391
>$10 to $15 million
10
120,173
>$5 to $10 million
30
217,742
$1 to $5 million
138
331,248
Less than $1 million
1,261
191,887
1,467
$
1,698,423
36
Asset Quality
Delinquent and nonaccrual loans and OREO.
The following table presents the Company's 30 to 89 day delinquent loans at the dates indicated. The amounts in the table represent the unpaid principal balance of the loans less related charge-offs, if any. Of the loans 30 to 89 days delinquent at June 30, 2023, approximately 76% were 59 days or less delinquent.
Loans Delinquent for 30 to 89 Days at:
June 30,
March 31,
September 30,
2023
2023
2022
Number
Amount
Number
Amount
Number
Amount
(Dollars in thousands)
One- to four-family:
Originated
67
$
6,377
45
$
4,116
48
$
4,134
Correspondent purchased
20
6,704
10
3,436
7
1,104
Bulk purchased
—
—
3
287
3
913
Commercial
6
573
5
389
—
—
Consumer
22
469
22
352
24
345
115
$
14,123
85
$
8,580
82
$
6,496
Loans 30 to 89 days delinquent
to total loans receivable, net
0.18
%
0.11
%
0.09
%
37
The following table presents the Company's nonaccrual loans and OREO at the dates indicated. The amounts in the table represent the unpaid principal balance of the loans less related charge-offs, if any. Nonaccrual loans are loans that are 90 or more days delinquent or in foreclosure and other loans required to be reported as nonaccrual pursuant to accounting and/or regulatory reporting requirements and/or internal policies, even if the loans are current. At all dates presented, there were no loans 90 or more days delinquent that were still accruing interest. Non-performing assets include nonaccrual loans and OREO.
Nonaccrual Loans and OREO at:
June 30,
March 31,
September 30,
2023
2023
2022
Number
Amount
Number
Amount
Number
Amount
(Dollars in thousands)
Loans 90 or More Days Delinquent or in Foreclosure:
One- to four-family:
Originated
16
$
1,582
15
$
1,084
29
$
2,919
Correspondent purchased
8
1,854
7
1,803
12
3,737
Bulk purchased
3
1,149
3
1,212
3
1,148
Commercial
8
1,225
7
1,152
8
1,167
Consumer
3
51
7
51
9
154
38
5,861
39
5,302
61
9,125
Loans 90 or more days delinquent or in foreclosure
as a percentage of total loans
0.07
%
0.07
%
0.12
%
Nonaccrual loans less than 90 Days Delinquent:
(1)
One- to four-family:
Originated
3
$
295
2
$
187
3
$
222
Correspondent purchased
—
—
—
—
—
—
Bulk purchased
1
257
1
257
—
—
Commercial
2
29
3
104
1
77
Consumer
1
37
—
—
1
19
7
618
6
548
5
318
Total nonaccrual loans
45
6,479
45
5,850
66
9,443
Nonaccrual loans as a percentage of total loans
0.08
%
0.07
%
0.13
%
OREO:
One- to four-family:
Originated
(2)
—
$
—
2
$
160
4
$
307
Consumer
—
—
—
—
1
21
—
—
2
160
5
328
Total non-performing assets
45
$
6,479
47
$
6,010
71
$
9,771
Non-performing assets as a percentage of total assets
0.06
%
0.06
%
0.10
%
(1)
Includes loans required to be reported as nonaccrual pursuant to accounting and/or regulatory reporting requirements and/or internal policies, even if the loans are current.
(2)
Real estate-related consumer loans where we also hold the first mortgage are included in the one- to four-family category as the underlying collateral is one- to four-family property.
38
The following table presents the states where the properties securing ten percent or more of the total amount of our one- to four-family loans are located and the corresponding balance of loans 30 to 89 days delinquent, 90 or more days delinquent or in foreclosure, and weighted average LTV ratios for loans 90 or more days delinquent or in foreclosure at June 30, 2023. The LTV ratios were based on the current loan balance and either the lesser of the purchase price or original appraisal, or the most recent Bank appraisal, if available. At June 30, 2023, potential losses, after taking into consideration anticipated private mortgage insurance proceeds and estimated selling costs, have been charged-off.
Loans 30 to 89
Loans 90 or More Days Delinquent
One- to Four-Family
Days Delinquent
or in Foreclosure
State
Amount
% of Total
Amount
% of Total
Amount
% of Total
LTV
(Dollars in thousands)
Kansas
$
3,556,171
54.1
%
$
5,835
44.6
%
$
1,535
33.5
%
48
%
Missouri
1,127,244
17.1
2,914
22.3
354
7.7
74
Other states
1,890,658
28.8
4,332
33.1
2,696
58.8
46
$
6,574,073
100.0
%
$
13,081
100.0
%
$
4,585
100.0
%
49
Classified loans.
The following table presents loans classified as special mention or substandard at the dates presented. The amounts in the table represent the unpaid principal balance of the loans less related charge-offs, if any. The increase in commercial special mention loans at June 30, 2023 compared to March 31, 2023 was due mainly to three loans in a single commercial relationship where the borrower has experienced some performance issues, but is beginning to trend in a positive direction. The increase in commercial special mention loans between September 30, 2022 and March 31, 2023 was due mainly to two loans in a single commercial relationship, unrelated to the relationship discussed above, with certain underlying economic considerations showing signs of deterioration. Management continues to closely monitor the borrower's performance for both lending relationships.
June 30, 2023
March 31, 2023
September 30, 2022
Special Mention
Substandard
Special Mention
Substandard
Special Mention
Substandard
(Dollars in thousands)
One- to four-family
$
17,935
$
15,747
$
17,368
$
15,636
$
12,950
$
19,953
Commercial
45,377
1,265
28,441
1,881
565
2,733
Consumer
358
269
296
237
306
354
$
63,670
$
17,281
$
46,105
$
17,754
$
13,821
$
23,040
Allowance for Credit Losses.
The distribution of our ACL and the ratio of ACL to loans receivable, by loan type, at the dates indicated is summarized below. The increase in commercial ACL to loans receivable ratio during the current quarter was due primarily to a forecast reflecting worse economic conditions compared to the forecast utilized in the model in the prior quarter and a slow down in prepayment speeds, which lengthen the remaining term of the portfolio. See "Note 4. Loans Receivable and Allowance for Credit Losses" for additional information related to the calculation of ACL as of June 30, 2023.
Distribution of ACL
Ratio of ACL to Loans Receivable
June 30,
March 31,
September 30,
June 30,
March 31,
September 30,
2023
2023
2022
2023
2023
2022
(Dollars in thousands)
One- to four-family:
Originated
$
2,090
$
2,081
$
2,012
0.05
%
0.05
%
0.05
%
Correspondent purchased
3,081
3,074
2,734
0.13
0.12
0.12
Bulk purchased
238
221
206
0.17
0.16
0.14
Construction
65
58
54
0.09
0.08
0.08
Total
5,474
5,434
5,006
0.08
0.08
0.08
Commercial:
Real estate
13,436
11,219
8,729
1.45
1.28
1.17
Commercial and industrial
929
520
490
0.87
0.58
0.61
Construction
2,321
2,483
1,901
1.20
1.15
1.35
Total
16,686
14,222
11,120
1.36
1.20
1.15
Consumer
239
233
245
0.23
0.23
0.24
Total
$
22,399
$
19,889
$
16,371
0.28
0.25
0.22
39
The following table presents ACL activity and related ratios at the dates and for the periods indicated. The ratio of NCOs to average non-performing assets during the current year period was positive due to charge-offs exceeding recoveries, while the prior year period was negative due to recoveries exceeding charge-offs. The ratio of ACL to nonaccrual loans was higher at the end of the current year period compared to the end of the prior year period due mainly to higher ACL at June 30, 2023, along with a lower balance of nonaccrual loans compared to the prior year period. The ratio of ACL to loans receivable, net was higher at the end of the current year period compared to the end of the prior year due to a higher ACL balance, mainly related to commercial loans. The ratio of ACL to NCOs for the prior year period was not meaningful as recoveries exceeded loan charge-offs, compared to the current year period where loan charge-offs exceeded recoveries. See "Note 4. Loans Receivable and Allowance for Credit Losses" for additional information related to ACL activity by specific loan categories.
At or For the Nine Months Ended
June 30, 2023
June 30, 2022
(Dollars in thousands)
Balance at beginning of period
$
16,371
$
19,823
Charge-offs
(31)
(30)
Recoveries
5
250
Net recoveries (charge-offs)
(26)
220
Provision for credit losses
6,054
(3,760)
Balance at end of period
$
22,399
$
16,283
Ratio of NCOs during the period
to average non-performing assets
0.31
%
(1.96)
%
ACL to nonaccrual loans at end of period
345.72
188.48
ACL to loans receivable, net at end of period
0.28
0.22
ACL to NCOs (annualized)
667x
N/M
The following table presents NCOs, average loans, and NCOs as a percentage of average loans, by loan type, for the periods indicated.
For the Nine Months Ended
June 30, 2023
June 30, 2022
NCOs
Average Loans
% of Average Loans
NCOs
Average Loans
% of Average Loans
(Dollars in thousands)
One- to four-family:
Originated
$
(2)
$
3,985,686
—
%
$
(133)
$
3,928,131
—
%
Correspondent
—
2,419,202
—
—
2,040,934
—
Bulk purchased
—
144,514
—
—
162,151
—
Construction
—
65,382
—
—
45,053
—
Total
(2)
6,614,784
—
(133)
6,176,269
—
Commercial:
Real estate
(1)
842,324
—
(101)
678,705
(0.01)
Commercial and industrial
—
87,713
—
10
73,550
0.01
Construction
—
187,512
—
—
114,601
—
Total
(1)
1,117,549
—
(91)
866,856
(0.01)
Consumer:
Home equity
16
93,800
0.02
(2)
84,135
—
Other
13
8,800
0.15
6
7,844
0.08
Total
29
102,600
0.03
4
91,979
—
$
26
$
7,834,933
—
$
(220)
$
7,135,104
—
40
While management utilizes its best judgment and information available, the adequacy of the ACL is determined by certain factors outside of the Company's control, such as the performance of our portfolios, changes in the economic environment including economic uncertainty, changes in interest rates, and the views of regulatory authorities toward classification of assets and the level of ACL. Additionally, the level of ACL may fluctuate based on the balance and mix of the loan portfolio. If actual results reflect significant underperformance compared to our assumptions and/or if one or more of our assumptions, such as the economic forecast, represents a more negative outlook in a future period, there could be additions to our ACL and an increase in the provision for credit losses.
Securities.
The following table presents the distribution of our securities portfolio, at amortized cost, at the dates indicated. Overall, fixed-rate securities comprised 96% of our securities portfolio at June 30, 2023. The weighted average life ("WAL") is the estimated remaining maturity (in years) after three-month historical prepayment speeds and projected call option assumptions have been applied. Weighted average yields on tax-exempt securities are not calculated on a fully tax-equivalent basis.
June 30, 2023
March 31, 2023
September 30, 2022
Amount
Yield
WAL
Amount
Yield
WAL
Amount
Yield
WAL
(Dollars in thousands)
MBS
$
1,099,824
1.65%
4.9
$
1,146,526
1.63%
5.2
$
1,243,270
1.57%
4.7
GSE debentures
519,983
0.64
2.1
519,981
0.64
2.4
519,977
0.61
2.9
Corporate bonds
4,000
5.12
8.9
4,000
5.12
9.1
4,000
5.12
9.6
Municipal bonds
1,030
2.55
4.6
1,031
2.55
4.9
1,243
2.63
6.5
$
1,624,837
1.33%
4.0
$
1,671,538
1.33%
4.3
$
1,768,490
1.29%
4.2
The following table summarizes the activity in our securities portfolio for the periods presented. The weighted average yields for the beginning and ending balances are as of the first and last days of the periods presented and are generally derived from recent prepayment activity on the securities in the portfolio. The beginning and ending WALs are the estimated remaining principal repayment terms (in years) after three-month historical prepayment speeds and projected call option assumptions have been applied.
For the Nine Months Ended
June 30, 2023
June 30, 2022
Amount
Yield
WAL
Amount
Yield
WAL
(Dollars in thousands)
Beginning balance - carrying value
$
1,563,307
1.29
%
4.2
$
2,014,608
1.16
%
3.5
Maturities and repayments
(141,357)
(261,160)
Net amortization of (premiums)/discounts
(2,296)
(4,027)
Purchases
—
—
—
86,993
2.56
4.3
Change in valuation on AFS securities
25,213
(142,254)
Ending balance - carrying value
$
1,444,867
1.33
4.0
$
1,694,160
1.29
4.1
41
Liabilities.
Total liabilities were $9.23 billion at June 30, 2023, compared to $8.53 billion at September 30, 2022. The increase was due to new borrowings, partially offset by a decrease in deposits.
Deposits.
The following table presents the amount, weighted average rate and percent of total for the components of our deposit portfolio at the dates presented. The weighted average rate on the deposit portfolio increased 54 basis points during the current quarter and 120 basis points during the current year due primarily to retail certificates of deposit repricing to higher offered rates, as well as an increase in rates offered on money market accounts and public unit certificates of deposit. Total commercial deposits were $273.3 million, or 4.5%, of total deposits at June 30, 2023.
June 30, 2023
March 31, 2023
September 30, 2022
% of
% of
% of
Amount
Rate
Total
Amount
Rate
Total
Amount
Rate
Total
(Dollars in thousands)
Non-interest-bearing checking
$
567,764
—
%
9.3
%
$
594,265
—
%
9.7
%
$
591,387
—
%
9.5
%
Interest-bearing checking
938,722
0.19
15.4
1,001,559
0.16
16.3
1,027,222
0.07
16.6
Savings
509,975
0.12
8.4
539,428
0.07
8.8
552,743
0.06
8.9
Money market
1,436,429
1.94
23.6
1,535,234
0.80
25.0
1,819,761
0.47
29.4
Retail certificates of deposit
2,423,665
3.00
39.8
2,299,829
2.54
37.4
2,073,542
1.34
33.5
Commercial certificates of deposit
43,840
3.25
0.7
43,590
2.71
0.7
36,275
0.97
0.6
Public unit certificates of deposit
172,445
4.26
2.8
130,530
4.01
2.1
93,936
1.61
1.5
$
6,092,840
1.83
100.0
%
$
6,144,435
1.29
100.0
%
$
6,194,866
0.63
100.0
%
The $51.6 million decrease in deposits during the current quarter was mainly in money market and interest-bearing checking account balances, partially offset by an increase in the retail certificate of deposit portfolio and public unit certificate of deposit portfolio. Early during the current quarter, management increased the rates offered on the Bank's money market accounts in an effort to slow the outflow of these balances, which appears to have been successful when comparing the money market account outflows for the current quarter to the previous two quarters during fiscal year 2023. The increase in retail certificates of deposit was primarily in the short-term and intermediate-term categories while the long-term certificate of deposit category (36 months or greater) decreased during the current quarter. A large portion of the growth in retail certificates of deposit was from customer transfers from existing deposits within the Bank. On average, approximately 81% of the retail certificates of deposits that matured over the past 12 months were retained by the Bank.
The $102.0 million decrease in deposits between September 30, 2022 and June 30, 2023 was due primarily to a reduction in non-maturity deposits which decreased $538.2 million, largely money market accounts, partially offset by a $350.1 million increase in retail certificates of deposit and a $78.5 million increase in public unit certificates of deposit. During the March 2023 quarter, the Bank held a certificate of deposit promotional campaign which resulted in $177.3 million in new retail certificates of deposit with the majority of the funds coming from customer transfers from existing deposits within the Bank. The additional decrease in non-maturity deposit balances was likely due to customers moving funds to alternative, higher yielding investment products, and/or withdrawing funds for customer spending.
As of June 30, 2023, approximately $676.8 million of the Bank's deposit portfolio was uninsured, or approximately 11% of the Bank's Call Report deposit balance, of which approximately $311.8 million related to commercial and retail deposit accounts and the remainder was mainly comprised of fully collateralized public unit deposits and intercompany accounts. The uninsured amounts are estimates based on the methodologies and assumptions used for the Bank's regulatory reporting requirements.
Borrowings.
Historically, the Bank has primarily used long-term fixed-rate borrowings with no embedded options to lengthen the average life of the Bank's liabilities. The new FHLB borrowings during the current fiscal year had a weighted average maturity ("WAM") of 3.2 years, which is generally a shorter term than what management has selected in prior periods in anticipation that, when rates begin to decrease, these borrowings can be repaid or repriced to lower cost options. In consideration of the current interest rate environment, management intends to continue selecting shorter-term borrowings in the near term. The fixed-rate borrowings are laddered in order to prevent large amounts of liabilities repricing in any one period.
Total borrowings at June 30, 2023 were $2.99 billion, which was comprised of $2.13 billion in fixed-rate FHLB advances, $365.0 million in variable-rate advances tied to interest rate swaps, and $500.0 million in BTFP borrowings. Borrowings at June 30, 2023 increased $289.6 million and $854.0 million from March 31, 2023 and September 30, 2022, respectively, to fund loan growth and deposit outflows. The increase in borrowings from March 31, 2023 was due mainly to proceeds from new BTFP borrowings totaling $500.0 million with a term of one year and a rate of 4.70%, partially offset by a reduction in FHLB borrowings as the FHLB line of
42
credit was paid off and a $100.0 million FHLB advance was not renewed. The increase in borrowings from September 30, 2022 was composed of $500.0 million in BTFP borrowings and a net increase of $354.0 million in FHLB borrowings.
The following table presents the maturity of term borrowings, which consist of FHLB advances and BTFP borrowings, along with associated weighted average contractual and effective rates as of June 30, 2023. Amortizing FHLB advances are presented based on their maturity dates versus their quarterly scheduled repayment dates.
Maturity by
Contractual
Effective
Fiscal Year
Amount
Rate
Rate
(1)
(Dollars in thousands)
2023
$
100,000
2.14
%
2.14
%
2024
990,000
4.26
3.78
2025
650,000
3.26
2.95
2026
575,000
2.81
2.95
2027
440,000
3.02
3.13
2028
235,246
4.82
3.90
$
2,990,246
3.55
3.30
(1)
The effective rate includes the impact of interest rate swaps and the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid.
The following table presents borrowing activity for the periods shown. The borrowings presented in the table have original contractual terms of one year or longer or are tied to interest rate swaps with original contractual terms of one year or longer. The effective rate is shown as a weighted average and includes the impact of interest rate swaps and the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid. The WAM is the remaining weighted average contractual term in years. The beginning and ending WAMs represent the remaining maturity at each date presented. For new borrowings, the WAMs presented are as of the date of issue.
For the Three Months Ended
For the Nine Months Ended
June 30, 2023
June 30, 2023
June 30, 2022
Effective
Effective
Effective
Amount
Rate
WAM
Amount
Rate
WAM
Amount
Rate
WAM
(Dollars in thousands)
Beginning balance
$
2,497,664
2.93
%
2.3
$
2,062,500
2.44
%
2.5
$
1,590,000
1.88
%
3.3
Maturities and repayments
(107,418)
1.98
(222,254)
1.89
(100,000)
3.14
New FHLB borrowings
100,000
4.17
2.5
650,000
4.47
3.2
350,000
3.49
3.8
BTFP, net
500,000
4.70
1.0
500,000
4.70
1.0
—
—
—
Ending balance
$
2,990,246
3.30
2.0
$
2,990,246
3.30
2.0
$
1,840,000
2.12
2.6
Leverage Strategy
At times during the current year period, the Bank has utilized a leverage strategy to increase earnings which entails entering into short-term FHLB advances and depositing the proceeds from these borrowings, net of the required FHLB stock holdings, at the FRB of Kansas City. The borrowings were repaid prior to quarter end. The average balance of leverage strategy borrowings was $604.4 million and $979.2 million during the quarters ended June 30, 2023 and March 31, 2023, respectively, and $1.16 billion for the nine months ended June 30, 2023. At times during the current quarter, the leverage strategy was not profitable and therefore was not utilized, resulting in a decrease in the average outstanding balance of leverage strategy borrowings compared to the prior quarter. Net income attributable to the leverage strategy was $86 thousand and $959 thousand for the quarter and nine months ended June 30, 2023, respectively. When the leverage strategy is in place, it reduces the net interest margin due to the amount of earnings from the transaction in comparison to the size of the transaction. Management continues to monitor the net interest rate spread and overall profitability of the strategy.
43
Maturities of Interest-Bearing Liabilities.
The following table presents the maturity and weighted average repricing rate, which is also the weighted average effective rate, of certificates of deposit, split between retail/commercial and public unit amounts, and non-amortizing term borrowings for the next four quarters as of June 30, 2023.
September 30,
December 31,
March 31,
June 30,
2023
2023
2024
2024
Total
(Dollars in thousands)
Retail/Commercial Certificates:
Amount
$
253,836
$
266,356
$
263,365
$
369,749
$
1,153,306
Repricing Rate
1.76
%
2.58
%
2.84
%
3.64
%
2.80
%
Public Unit Certificates:
Amount
$
28,758
$
42,717
$
15,250
$
30,420
$
117,145
Repricing Rate
3.44
%
4.30
%
4.22
%
4.42
%
4.11
%
Term Borrowings:
Amount
$
100,000
$
150,000
$
65,000
$
600,000
$
915,000
Repricing Rate
2.14
%
3.42
%
2.67
%
4.25
%
3.77
%
Total
Amount
$
382,594
$
459,073
$
343,615
$
1,000,169
$
2,185,451
Repricing Rate
1.98
%
3.01
%
2.87
%
4.03
%
3.27
%
The following table sets forth the WAM information for our certificates of deposit, in years, as of June 30, 2023.
Retail certificates of deposit
1.5
Commercial certificates of deposit
1.1
Public unit certificates of deposit
0.7
Total certificates of deposit
1.4
44
Stockholders' Equity.
Stockholders' equity at June 30, 2023 was $1.06 billion, a decrease of $35.2 million from September 30, 2022. During the nine months ended June 30, 2023, the Company paid cash dividends totaling $71.8 million. These cash dividends totaled $0.535 per share and consisted of a $0.28 per share cash true-up dividend related to fiscal year 2022 earnings and three regular quarterly cash dividends of $0.085 per share.
Accumulated other comprehensive loss was $126.7 million at June 30, 2023, of which $136.1 million was attributable to unrealized losses on AFS securities, partially offset by $9.4 million of unrealized gains on derivatives. Unrealized loss on AFS securities changed at June 30, 2023 from $125.3 million at March 31, 2023 and $155.1 million at September 30, 2022, due mainly to changes in market interest rates.
On July 25, 2023, the Company announced a regular quarterly cash dividend of $0.085 per share, or approximately $11.3 million, payable on August 18, 2023 to stockholders of record as of the close of business on August 4, 2023. In the long run, management considers the Bank's equity to total assets ratio of at least 9% an appropriate level of capital. At June 30, 2023, this ratio was 9.1%. Excluding the impact of unrealized losses on AFS securities, this ratio would have been approximately 120 basis points higher.
Consistent with our goal to operate a sound and profitable financial organization, we actively seek to maintain a well-capitalized status for the Bank in accordance with regulatory standards. As of June 30, 2023, the Bank's community bank leverage ratio ("CBLR") was 9.6%, which exceeded the minimum requirement of 9.0%. The CBLR is based on average assets. The leverage strategy increases average assets. which in turn reduces the Bank's CBLR. As of June 30, 2023 the Bank exceeded all internal policy thresholds for sensitivity to changes in interest rates, and the Bank's risk-based tier 1 capital ratio was 18.6%.
There remains $22.5 million authorized under the Company's existing stock repurchase plan. Shares of the Company's common stock may be repurchased from time to time based upon market conditions, available liquidity and other factors. This plan has no expiration date; however, the FRB of Kansas City's existing approval for the Company to repurchase shares expires in August 2023. The Company has requested a further extension of the FRB's approval.
At June 30, 2023, Capitol Federal Financial, Inc., at the holding company level, had $87.3 million in cash on deposit at the Bank. The balance of cash at the holding company level is available for the Company to utilize for dividend payments, share repurchases, or for other business strategies at the discretion of the Company. The Company seeks to maintain an amount of cash at the holding company level that exceeds the total of two consecutive regular quarterly dividends. For fiscal year 2023, it is the intention of the Board of Directors to pay out the regular quarterly cash dividend of $0.085 per share, as well as any of the Company's earnings in excess of that amount. Dividend payments depend upon a number of factors, including the Company's financial condition and results of operations, regulatory capital requirements, regulatory limitations on the Bank's ability to make capital distributions to the Company, and the amount of cash at the holding company level.
The Company seeks multiple ways to provide stockholder value. This has been done primarily through the payment of cash dividends and stock repurchases. The Company has maintained a policy of paying out 100% of its earnings to stockholders in the form of quarterly cash dividends and an annual cash true-up dividend in December of each year. In order to provide additional stockholder value, the Company has paid a True Blue Capital dividend in years past. The Company has paid the True Blue Capitol dividend primarily due to excess capital levels at the Company and Bank. The Company considers various business strategies and their impact on capital and asset measures on both a current and future basis, as well as Company earnings and regulatory capital levels and the related requirements, in determining the amount, if any, and timing of the True Blue Capitol dividend.
The following table presents regular quarterly cash dividends and special cash dividends paid in calendar years 2023, 2022, and 2021. The amounts represent cash dividends paid during each period. For the quarter ending September 30, 2023, the amount presented represents the dividend payable on August 18, 2023 to stockholders of record as of the close of business on August 4, 2023.
45
Calendar Year
2023
2022
2021
Amount
Per Share
Amount
Per Share
Amount
Per Share
(Dollars in thousands, except per share amounts)
Regular quarterly dividends paid
Quarter ended March 31
$
11,319
$
0.085
$
11,535
$
0.085
$
11,518
$
0.085
Quarter ended June 30
11,321
0.085
11,534
0.085
11,516
0.085
Quarter ended September 30
11,323
0.085
11,534
0.085
11,518
0.085
Quarter ended December 31
—
—
11,508
0.085
11,535
0.085
True-up dividends paid
—
—
37,701
0.280
29,850
0.220
True Blue Capitol dividends paid
—
—
27,143
0.200
54,210
0.400
Calendar year-to-date dividends paid
$
33,963
$
0.255
$
110,955
$
0.820
$
130,147
$
0.960
46
Operating Results
The following table presents selected income statement and other information for the quarters indicated.
For the Three Months Ended
June 30,
March 31,
December 31,
September 30,
June 30,
2023
2023
2022
2022
2022
(Dollars in thousands, except per share data)
Interest and dividend income:
Loans receivable
$
71,918
$
69,319
$
64,819
$
60,445
$
56,886
Cash and cash equivalents
10,009
10,977
16,671
13,373
3,968
MBS
4,562
4,748
4,811
4,912
5,048
FHLB stock
3,260
3,607
4,158
3,865
2,695
Investment securities
895
895
881
845
815
Total interest and dividend income
90,644
89,546
91,340
83,440
69,412
Interest expense:
Borrowings
31,449
31,447
33,608
24,529
11,644
Deposits
24,445
16,140
11,904
9,013
7,787
Total interest expense
55,894
47,587
45,512
33,542
19,431
Net interest income
34,750
41,959
45,828
49,898
49,981
Provision for credit losses
1,324
891
3,660
1,060
937
Net interest income
(after provision for credit losses)
33,426
41,068
42,168
48,838
49,044
Non-interest income
5,814
5,083
5,352
5,793
6,115
Non-interest expense
29,336
28,631
27,773
29,807
28,390
Income tax expense
1,602
3,331
3,507
5,332
5,617
Net income
$
8,302
$
14,189
$
16,240
$
19,492
$
21,152
Efficiency ratio
72.32
%
60.86
%
54.27
%
53.52
%
50.61
%
Basic EPS
$
0.06
$
0.11
$
0.12
$
0.14
$
0.16
Diluted EPS
0.06
0.11
0.12
0.14
0.16
47
Comparison of Operating Results for the Three Months Ended June 30, 2023 and March 31, 2023
For the quarter ended June 30, 2023, the Company recognized net income of $8.3 million, or $0.06 per share, compared to net income of $14.2 million, or $0.11 per share, for the quarter ended March 31, 2023. The decrease in net income was due primarily to higher deposit interest expense in the current quarter, partially offset by lower income tax expense. The net interest margin decreased 24 basis points, from 1.56% for the prior quarter to 1.32% for the current quarter. Excluding the effects of the leverage strategy discussed in the Financial Condition - Borrowings" section above, the net interest margin decreased 32 basis points, from 1.71% for the prior quarter to 1.39% for the current quarter. The decrease in the net interest margin excluding the effects of the leverage strategy was due mainly to an increase in the cost of deposits. Management anticipates the reduction in the net interest margin will continue in the near term. See additional discussion in "Fiscal Year 2023 Outlook" below.
Interest and Dividend Income
The following table presents the components of interest and dividend income for the time periods presented, along with the change measured in dollars and percent. The weighted average yield on loans receivable increased nine basis points and the weighted average yield on cash and cash equivalents increased 61 basis points compared to the prior quarter.
For the Three Months Ended
June 30,
March 31,
Change Expressed in:
2023
2023
Dollars
Percent
(Dollars in thousands)
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
71,918
$
69,319
$
2,599
3.7
%
Cash and cash equivalents
10,009
10,977
(968)
(8.8)
MBS
4,562
4,748
(186)
(3.9)
FHLB stock
3,260
3,607
(347)
(9.6)
Investment securities
895
895
—
—
Total interest and dividend income
$
90,644
$
89,546
$
1,098
1.2
The increase in interest income on loans receivable was due to an increase in the weighted average yield, along with an increase in the average balance of commercial loans and correspondent one-to four-family loans. The increase in the weighted average yield was due primarily to originations and purchases/participations at higher market yields, as well as disbursements on commercial construction loans at rates higher than the overall portfolio rate and upward repricing of existing adjustable-rate loans due to higher market interest rates. The decrease in interest income on cash and cash equivalents was due mainly to a decrease in the average balance of cash associated with the leverage strategy compared to the prior quarter due to a reduction in the leverage strategy usage in the current quarter, partially offset by an increase in the average balance of operating cash, as proceeds from the BTFP have been held in cash as management evaluates funding and balance sheet management options, and an increase in the yield earned on balances held at the FRB of Kansas City due to higher market interest rates. The decrease in dividend income on FHLB stock was due mainly to a decrease in the average balance of FHLB stock associated with the leverage strategy, partially offset by an increase in the dividend rate paid by FHLB.
Interest Expense
The following table presents the components of interest expense for the time periods presented, along with the change measured in dollars and percent. The weighted average rate paid on deposits increased 59 basis points and the weighted average rate paid on borrowings not associated with the leverage strategy increased 23 basis points compared to the prior quarter.
For the Three Months Ended
June 30,
March 31,
Change Expressed in:
2023
2023
Dollars
Percent
(Dollars in thousands)
INTEREST EXPENSE:
Borrowings
$
31,449
$
31,447
$
2
—
%
Deposits
24,445
16,140
8,305
51.5
Total interest expense
$
55,894
$
47,587
$
8,307
17.5
During the current quarter, interest expense on borrowings associated with the leverage strategy decreased $3.3 million due to a reduction in usage of the leverage strategy. This was almost entirely offset by an increase in interest expense on borrowings not
48
associated with the leverage strategy, due primarily to BTFP borrowings, which have been held in cash as management evaluates funding and balance sheet management options. The increase in interest expense on deposits was due primarily to increases in the weighted average rate paid and average balance of the certificate of deposit portfolio and an increase in the weighted average rate paid on money market accounts. Early in the current quarter, management increased the rates offered on the Bank's money market accounts in an effort to slow the outflow of deposit balances.
Provision for Credit Losses
For the quarter ended June 30, 2023, the Bank recorded a provision for credit losses of $1.3 million, compared to a provision for credit losses of $891 thousand for the prior quarter. The provision for credit losses in the current quarter was comprised of a $2.5 million increase in the ACL for loans, partially offset by a $1.2 million decrease in the reserve for off-balance sheet credit exposures. The provision for credit losses associated with the ACL was due primarily to worsening economic forecast conditions compared to the prior quarter, commercial loan growth, and a reduction in prepayment speeds related to the commercial loan portfolio. The release of provision for credit losses associated with the reserve for off-balance sheet credit exposures was due primarily to refining our methodology to account for the estimated credit losses on unfunded commercial construction-to-permanent loans and commitments for the time period after construction is expected to be completed.
Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
June 30,
March 31,
Change Expressed in:
2023
2023
Dollars
Percent
(Dollars in thousands)
NON-INTEREST INCOME:
Deposit service fees
$
3,404
$
3,122
$
282
9.0
%
Insurance commissions
888
877
11
1.3
Other non-interest income
1,522
1,084
438
40.4
Total non-interest income
$
5,814
$
5,083
$
731
14.4
The increase in other non-interest income was due mainly to an increase in income on BOLI related to the receipt of death benefits during the current quarter.
Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
June 30,
March 31,
Change Expressed in:
2023
2023
Dollars
Percent
(Dollars in thousands)
NON-INTEREST EXPENSE:
Salaries and employee benefits
$
13,200
$
12,789
$
411
3.2
%
Information technology and related expense
6,118
5,789
329
5.7
Occupancy, net
3,556
3,568
(12)
(0.3)
Regulatory and outside services
1,436
1,305
131
10.0
Advertising and promotional
1,447
1,333
114
8.6
Federal insurance premium
1,231
1,246
(15)
(1.2)
Deposit and loan transaction costs
615
690
(75)
(10.9)
Office supplies and related expense
546
631
(85)
(13.5)
Other non-interest expense
1,187
1,280
(93)
(7.3)
Total non-interest expense
$
29,336
$
28,631
$
705
2.5
49
The increase in salaries and employee benefits was mainly related to merit increases during the current quarter. The increase in information technology and related expense was due primarily to an increase in professional services related to the Company's digital transformation, discussed below, and other technology-related projects.
The Company's efficiency ratio was 72.32% for the current quarter compared to 60.86% for the prior quarter. The change in the efficiency ratio was due primarily to lower net interest income. The efficiency ratio is a measure of a financial institution's total non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income. A higher value indicates that it is costing the financial institution more money to generate revenue, relative to the net interest margin and non-interest income.
Income Tax Expense
The following table presents pretax income, income tax expense, and net income for the time periods presented, along with the change measured in dollars and percent and the effective tax rate.
For the Three Months Ended
June 30,
March 31,
Change Expressed in:
2023
2023
Dollars
Percent
(Dollars in thousands)
Income before income tax expense
$
9,904
$
17,520
$
(7,616)
(43.5)
%
Income tax expense
1,602
3,331
(1,729)
(51.9)
Net income
$
8,302
$
14,189
$
(5,887)
(41.5)
Effective Tax Rate
16.2
%
19.0
%
The decrease in income tax expense was due primarily to lower pretax income in the current quarter and partially to a lower effective tax rate. The decrease in effective tax rate was due primarily to lower projected pretax income, as the Company's permanent differences, which generally reduce our tax rate, have a larger impact on the overall effective rate.
50
Average Balance Sheet
The following table presents the average balances of our assets, liabilities, and stockholders' equity, and the related annualized weighted average yields and rates on our interest-earning assets and interest-bearing liabilities for the periods indicated, as well as selected performance ratios and other information for the periods shown. Weighted average yields are derived by dividing annualized income by the average balance of the related assets, and weighted average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The weighted average yields and rates include amortization of fees, costs, premiums and discounts, which are considered adjustments to yields/rates. Weighted average yields on tax-exempt securities are not calculated on a fully taxable equivalent basis.
For the Three Months Ended
June 30, 2023
March 31, 2023
Average
Interest
Average
Interest
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Amount
Paid
Rate
Amount
Paid
Rate
Assets:
(Dollars in thousands)
Interest-earning assets:
One- to four-family loans:
Originated
$
4,052,906
$
34,224
3.38
%
$
4,050,515
$
33,660
3.32
%
Correspondent purchased
2,491,016
19,937
3.20
2,462,960
19,380
3.15
Bulk purchased
141,985
527
1.49
144,438
413
1.14
Total one- to four-family loans
6,685,907
54,688
3.27
6,657,913
53,453
3.21
Commercial loans
1,180,906
15,172
5.08
1,147,681
13,924
4.85
Consumer loans
102,390
2,058
8.06
102,649
1,942
7.67
Total loans receivable
(1)
7,969,203
71,918
3.60
7,908,243
69,319
3.51
MBS
(2)
1,126,953
4,562
1.62
1,173,366
4,748
1.62
Investment securities
(2)(3)
525,012
895
0.68
525,012
895
0.68
FHLB stock
(4)
146,482
3,260
8.93
167,567
3,607
8.73
Cash and cash equivalents
(5)
769,434
10,009
5.15
967,586
10,977
4.54
Total interest-earning assets
10,537,084
90,644
3.43
10,741,774
89,546
3.34
Other non-interest-earning assets
271,898
263,916
Total assets
$
10,808,982
$
11,005,690
Liabilities and stockholders' equity:
Interest-bearing liabilities:
Checking
$
949,909
398
0.17
$
989,440
368
0.15
Savings
521,831
143
0.11
541,324
101
0.08
Money market
1,485,672
6,295
1.70
1,620,451
3,184
0.80
Retail certificates
2,339,477
15,685
2.69
2,176,103
11,115
2.07
Commercial certificates
44,083
307
2.80
38,575
197
2.07
Wholesale certificates
155,157
1,617
4.18
127,037
1,175
3.75
Total deposits
5,496,129
24,445
1.78
5,492,930
16,140
1.19
Borrowings
(6)
3,520,594
31,449
3.57
3,700,022
31,447
3.42
Total interest-bearing liabilities
9,016,723
55,894
2.48
9,192,952
47,587
2.09
Non-interest-bearing deposits
556,682
574,495
Other non-interest-bearing liabilities
161,360
172,481
Stockholders' equity
1,074,217
1,065,762
Total liabilities and stockholders' equity
$
10,808,982
$
11,005,690
Net interest income
(7)
$
34,750
$
41,959
Net interest-earning assets
$
1,520,361
$
1,548,822
Net interest margin
(8)(9)
1.32
1.56
Ratio of interest-earning assets to interest-bearing liabilities
1.17x
1.17x
Selected performance ratios:
Return on average assets (annualized)
(9)
0.31
%
0.52
%
Return on average equity (annualized)
(9)
3.09
5.33
Average equity to average assets
9.94
9.68
Operating expense ratio (annualized)
(10)
1.09
1.04
Efficiency ratio
(9)(11)
72.32
60.86
Pre-tax yield on leverage strategy
(12)
0.07
0.06
51
(1)
Balances are adjusted for unearned loan fees and deferred costs. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
AFS securities are adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $1.0 million for each of the quarters ended June 30, 2023 and March 31, 2023, respectively.
(4)
Included in this line, for the quarter ended June 30, 2023, is FHLB stock related to the leverage strategy with an average outstanding balance of $27.2 million and dividend income of $610 thousand at a weighted average yield of 9.00%, and FHLB stock not related to the leverage strategy with an average outstanding balance of $119.3 million and dividend income of $2.7 million at a weighted average yield of 8.91%. Included in this line for the quarter ended March 31, 2023 is FHLB stock related to the leverage strategy with an average outstanding balance of $44.1 million and dividend income of $951 thousand, at a weighted average yield of 8.75%, and FHLB stock not related to the leverage strategy with an average outstanding balance of $123.5 million and dividend income of $2.7 million, at a weighted average yield of 8.72%.
(5)
The average balance of cash and cash equivalents includes an average balance of cash related to the leverage strategy of $577.2 million and $935.1 million during the quarters ended June 30, 2023 and March 31, 2023 respectively.
(6)
Included in this line, for the quarter ended June 30, 2023, are FHLB borrowings related to the leverage strategy with an average outstanding balance of $604.4 million and interest paid of $7.9 million, at a weighted average rate of 5.20%, and borrowings not related to the leverage strategy with an average outstanding balance of $2.92 billion and interest paid of $23.5 million, at a weighted average rate of 3.23%. Included in this line for the quarter ended March 31, 2023 are FHLB borrowings related to the leverage strategy with an average outstanding balance of $979.2 million and interest paid of $11.3 million at a weighted average rate of 4.60%, and borrowings not related to the leverage strategy with an average outstanding balance of $2.72 billion and interest paid of $20.2 million at a weighted average rate of 3.00%. The FHLB advance amounts and rates included in this line include the effect of interest rate swaps and are net of deferred prepayment penalties.
(7)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the average balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(8)
Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.
(9)
The table below provides a reconciliation between certain performance ratios presented in accordance with GAAP and the performance ratios excluding the effects of the leverage strategy, which are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide the performance ratios without the leverage strategy because of the unique nature of the leverage strategy. The leverage strategy reduces some of our performance ratios due to the amount of earnings associated with the transaction in comparison to the size of the transaction, while increasing our net income.
For the Three Months Ended
June 30, 2023
March 31, 2023
Actual
Leverage
Adjusted
Actual
Leverage
Adjusted
(GAAP)
Strategy
(Non-GAAP)
(GAAP)
Strategy
(Non-GAAP)
Yield on interest-earning assets
3.43
%
0.11
%
3.32
%
3.34
%
0.14
%
3.20
%
Cost of interest-bearing liabilities
2.48
0.20
2.28
2.09
0.30
1.79
Return on average assets (annualized)
0.31
(0.01)
0.32
0.52
(0.04)
0.56
Return on average equity (annualized)
3.09
0.03
3.06
5.33
0.05
5.28
Net interest margin
1.32
(0.07)
1.39
1.56
(0.15)
1.71
Efficiency Ratio
72.32
(0.12)
72.44
60.86
(0.07)
60.93
(10)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(11)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(12)
The pre-tax yield on the leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.
52
Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the three months ended June 30, 2023 to the three months ended March 31, 2023. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous year's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous year period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
For the Three Months Ended
June 30, 2023 vs. March 31, 2023
Increase (Decrease) Due to
Volume
Rate
Total
(Dollars in thousands)
Interest-earning assets:
Loans receivable
$
682
$
1,917
$
2,599
MBS
(188)
2
(186)
Investment securities
—
—
—
FHLB stock
(432)
85
(347)
Cash and cash equivalents
(2,363)
1,395
(968)
Total interest-earning assets
(2,301)
3,399
1,098
Interest-bearing liabilities:
Checking
(14)
44
30
Savings
(3)
45
42
Money market
(281)
3,392
3,111
Certificates of deposit
1,163
3,959
5,122
Borrowings
(4,558)
4,560
2
Total interest-bearing liabilities
(3,693)
12,000
8,307
Net change in net interest income
$
1,392
$
(8,601)
$
(7,209)
Comparison of Operating Results for the Nine Months Ended June 30, 2023 and 2022
The Company recognized net income of $38.7 million, or $0.29 per share, for the current year period compared to net income of $65.0 million, or $0.48 per share, for the prior year period. The decrease in net income was due primarily to lower net interest income, along with recording a provision for credit losses of $5.9 million for the current year period compared to a release of provision of $5.7 million for the prior year period, partially offset by lower income tax expense. The net interest margin decreased 32 basis points, from 1.82% for the prior year period to 1.50% for the current year period. Excluding the effects of the leverage strategy, the net interest margin decreased 38 basis points, from 2.04% for the prior year period to 1.66% for the current year period. The decrease in the net interest margin excluding the effects of the leverage strategy was due mainly to an increase in the cost of borrowings and deposits, which exceeded the increase in loan yields.
53
Interest and Dividend Income
The following table presents the components of interest and dividend income for the time periods presented, along with the change measured in dollars and percent.
For the Nine Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
206,056
$
168,086
$
37,970
22.6
%
Cash and cash equivalents
37,657
4,931
32,726
663.7
MBS
14,121
14,494
(373)
(2.6)
FHLB stock
11,025
6,166
4,859
78.8
Investment securities
2,671
2,423
248
10.2
Total interest and dividend income
$
271,530
$
196,100
$
75,430
38.5
The increase in interest income on loans receivable was due to an increase in the average balance and weighted average yield of the loan portfolio. The increase in the average balance was mainly in the correspondent one-to four-family and commercial real estate loan portfolios. The increase in the weighted average yield was due primarily to originations and purchases at higher market yields, as well as disbursements on commercial construction loans at rates higher than the overall portfolio rate and upward repricing of existing adjustable-rate loans due to higher market interest rates. The increase in interest income on cash and cash equivalents was due mainly to a higher yield on cash related to an increase in FRB interest rates. The increase in dividend income on FHLB stock was due mainly to a higher FHLB dividend rate compared to the prior year period, along with an increase in the average balance of FHLB stock due to an increase in FHLB borrowings.
Interest Expense
The following table presents the components of interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Nine Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
INTEREST EXPENSE:
Borrowings
$
96,504
$
27,961
$
68,543
245.1
%
Deposits
52,489
25,443
27,046
106.3
Total interest expense
$
148,993
$
53,404
$
95,589
179.0
The increase in interest expense on borrowings was due primarily to an increase in the average balance and weighted average rate on borrowings not associated with the leverage strategy, along with an increase in the weighted average rate on the borrowings associated with the leverage strategy compared to the prior year period. Interest expense on borrowings not associated with the leverage strategy increased due to new borrowings added between periods, at market interest rates higher than the overall portfolio rate, to fund operational needs. Interest expense on borrowings associated with the leverage strategy increased $31.6 million compared to the prior year period. The increase in interest expense on deposits was due to an increase in the weighted average rate paid on the deposit portfolio, primarily certificates of deposit and money market accounts, partially offset by a decrease in the average balance of these portfolios.
Provision for Credit Losses
The Bank recorded a provision for credit losses during the current year period of $5.9 million, compared to a release of provision of $5.7 million during the prior year period. The provision for credit losses in the current year period was comprised of a $6.1 million increase in the ACL for loans and a $179 thousand decrease in reserves for off-balance sheet credit exposures. The provision for credit losses associated with the ACL was due primarily to worsening economic forecast conditions, along with a reduction in the projected prepayment speeds used in the model for all loan categories.
54
Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
For the Nine Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
NON-INTEREST INCOME:
Deposit service fees
$
9,987
$
10,331
$
(344)
(3.3)
%
Insurance commissions
2,560
2,042
518
25.4
Other non-interest income
3,702
4,664
(962)
(20.6)
Total non-interest income
$
16,249
$
17,037
$
(788)
(4.6)
The increase in insurance commissions was due primarily to annual contingent insurance commissions received being higher than anticipated and the related accrual adjustments, along with overall commissions being higher in the current year due mainly to growth and strong retention on personal policies and continued success growing our commercial policies. The decrease in other non-interest income was due mainly to the prior year period including gains on a loan-related financial derivative agreement, with no such gains in the current year period, along with a decrease in income on BOLI compared to the prior year period due to a reduction in the yield and death benefits received between the two periods.
Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Nine Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
NON-INTEREST EXPENSE:
Salaries and employee benefits
$
39,687
$
42,332
$
(2,645)
(6.2)
%
Information technology and related expense
16,977
13,268
3,709
28.0
Occupancy, net
10,598
10,593
5
—
Regulatory and outside services
4,274
4,212
62
1.5
Advertising and promotional
3,613
3,626
(13)
(0.4)
Federal insurance premium
3,289
2,200
1,089
49.5
Deposit and loan transaction costs
1,916
2,050
(134)
(6.5)
Office supplies and related expense
1,810
1,464
346
23.6
Other non-interest expense
3,576
3,299
277
8.4
Total non-interest expense
$
85,740
$
83,044
$
2,696
3.2
The decrease in salaries and employee benefits was attributable mainly to a decrease in incentive compensation, along with a reduction in loan commissions due to a reduction in loan origination activity, and an increase in capitalized payroll costs related to the digital transformation project. The increase in information technology and related expenses was due mainly to third-party project management expenses associated with the digital transformation project, along with higher software licensing expenses due to agreement renewals at higher costs. The increase in federal insurance premium expense was due mainly to an increase in the Federal Deposit Insurance Corporation ("FDIC") assessment rate. The increase in office supplies and related expense was due primarily to the write-off of the Bank's remaining inventory of unissued non-contactless debit cards, which have now become obsolete, as well as to an increase in supplies and postage expense. The increase in other non-interest expense was due mainly to expenses associated with the collateral received on the Bank's interest rate swap agreements.
The Company's efficiency ratio was 61.78% for the current year period compared to 51.99% for the prior year period. The change in the efficiency ratio was due primarily to lower net interest income in the current year period.
55
Income Tax Expense
The following table presents pretax income, income tax expense, and net income for the time periods presented, along with the change measured in dollars and percent and effective tax rate.
For the Nine Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
Income before income tax expense
$
47,171
$
82,379
$
(35,208)
(42.7)
%
Income tax expense
8,440
17,418
(8,978)
(51.5)
Net income
$
38,731
$
64,961
$
(26,230)
(40.4)
Effective Tax Rate
17.9
%
21.1
%
The decrease in income tax expense was due primarily to lower pretax income in the current year period and partially to a decrease in the effective tax rate. The decrease in the effective tax rate was due primarily to lower projected pretax income in the current year, as the Company's permanent differences, which generally reduce our tax rate, have a larger impact on the overall effective rate.
Fiscal Year 2023 Outlook
The rapid increase in short-term rates led by the Federal Reserve and the resulting inverted yield curve has caused decreases in the Bank's net interest margin. There has been a runoff in deposit balances, so management increased certificate of deposit and money market account rates prior to June 30, 2023 to help mitigate the outflow. Higher mortgage loan rates have made the purchase of homes less affordable, which lowers the likelihood of existing one- to four-family loans at lower rates being paid off as a result of housing turnover. These dynamics have caused our balance sheet to change faster than what would typically occur in more stable rate environments. Net interest margin compression is anticipated to continue, and the margin is expected to compress more in the near term, possibly up to 10 basis points during the September 30, 2023 quarter. The continued net interest margin compression is due to the Federal Reserve continuing to increase short-term interest rates, which is impacting the shape of the yield curve, the pace at which liabilities are repricing compared to assets, and deposit funds moving from lower costing deposit accounts to certificates of deposit. Loan growth is occurring at market interest rates that are higher than the overall loan portfolio rate; however, the pace at which the interest rate increases are occurring for liabilities is more than offsetting the benefit of the higher loan rates. As with managing the size of the balance sheet discussed above, management continues to evaluate funding options and plans to continue using shorter term advances, as necessary, with the anticipation that when rates begin to decrease, those borrowings can be repaid or repriced to lower cost alternatives.
Management implemented a digital transformation for the Bank in early August 2023. The digital transformation is expected to better position the Bank for the future and allow for the introduction of new products and services to enhance customer experiences. Management anticipates information technology and related expenses will be approximately $5 million higher in fiscal year 2023 compared to fiscal year 2022 due to the digital transformation. In addition, it is expected there will be approximately $1 million more of information technology and related expenses in fiscal year 2023 related to projects outside of the digital transformation and due to general cost increases. Overall, it is anticipated that information technology and related expenses will be approximately $6 million higher in fiscal year 2023 compared to fiscal year 2022, or approximately $24 million for the year. In fiscal year 2024, information technology and related expense is expected to decrease approximately $3 million from fiscal year 2023 levels due primarily to a reduction in professional service costs. Previously, management expected salaries and employee benefits to be approximately $1 million lower in fiscal year 2023 compared to fiscal year 2022 and now salaries and employee benefits are expected to be approximately $3 million lower in fiscal year 2023. This is due to several factors such as open positions remaining unfilled, reduced incentive compensation expectations, and a lower merit increase than was projected at September 30, 2022. Federal insurance premium expense is anticipated to be approximately $1.3 million higher in fiscal year 2023 compared to fiscal year 2022, due to the increase in the assessment rate that began in January 2023. Management anticipates the effective tax rate for fiscal year 2023 will be approximately 18%. This is lower than the previously provided projection of 19%, due mainly to lower projected pretax income as the Company's permanent differences, which generally reduce our tax rate, have a larger impact on the overall effective rate.
56
Average Balance Sheet
The following table presents the average balances of our assets, liabilities, and stockholders' equity, and the related annualized weighted average yields and rates on our interest-earning assets and interest-bearing liabilities for the periods indicated, as well as selected performance ratios and other information for the periods shown. Weighted average yields are derived by dividing annualized income by the average balance of the related assets, and weighted average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The weighted average yields and rates include amortization of fees, costs, premiums and discounts, which are considered adjustments to yields/rates. Weighted average yields on tax-exempt securities are not calculated on a fully taxable equivalent basis.
For the Nine Months Ended
June 30, 2023
June 30, 2022
Average
Interest
Average
Interest
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Amount
Paid
Rate
Amount
Paid
Rate
Assets:
(Dollars in thousands)
Interest-earning assets:
One- to four-family loans:
Originated
$
4,051,068
$
101,249
3.33
%
$
3,973,184
$
96,583
3.24
%
Correspondent purchased
2,419,202
56,578
3.12
2,040,934
39,832
2.60
Bulk purchased
144,514
1,374
1.27
162,151
1,578
1.30
Total one- to four-family loans
6,614,784
159,201
3.21
6,176,269
137,993
2.98
Commercial loans
1,117,549
41,089
4.85
866,856
26,898
4.09
Consumer loans
102,600
5,766
7.51
91,979
3,195
4.64
Total loans receivable
(1)
7,834,933
206,056
3.50
7,135,104
168,086
3.14
MBS
(2)
1,173,959
14,121
1.60
1,379,334
14,494
1.40
Investment securities
(2)(3)
525,035
2,671
0.68
522,706
2,423
0.62
FHLB stock
(4)
170,652
11,025
8.64
132,657
6,166
6.21
Cash and cash equivalents
(5)
1,182,559
37,657
4.20
1,305,949
4,931
0.50
Total interest-earning assets
10,887,138
271,530
3.32
10,475,750
196,100
2.49
Other non-interest-earning assets
261,221
362,229
Total assets
$
11,148,359
$
10,837,979
Liabilities and stockholders' equity:
Interest-bearing liabilities:
Checking
$
982,372
1,056
0.14
$
1,063,280
535
0.07
Savings
536,363
343
0.09
539,152
215
0.05
Money market
1,622,486
12,513
1.03
1,835,666
2,653
0.19
Retail certificates
2,193,096
34,567
2.11
2,236,551
21,230
1.27
Commercial certificates
38,970
608
2.09
123,398
584
0.63
Wholesale certificates
126,567
3,402
3.59
170,051
226
0.18
Total deposits
5,499,854
52,489
1.28
5,968,098
25,443
0.57
Borrowings
(6)
3,829,154
96,504
3.35
2,918,291
27,961
1.27
Total interest-bearing liabilities
9,329,008
148,993
2.13
8,886,389
53,404
0.80
Non-interest-bearing deposits
569,239
571,685
Other non-interest-bearing liabilities
175,176
177,081
Stockholders' equity
1,074,936
1,202,824
Total liabilities and stockholders' equity
$
11,148,359
$
10,837,979
Net interest income
(7)
$
122,537
$
142,696
Net interest-earning assets
$
1,558,130
$
1,589,361
Net interest margin
(8)(9)
1.50
1.82
Ratio of interest-earning assets to interest-bearing liabilities
1.17x
1.18x
Selected performance ratios:
Return on average assets (annualized)
(9)
0.46
%
0.80
%
Return on average equity (annualized)
(9)
4.80
7.20
Average equity to average assets
9.64
11.10
Operating expense ratio (annualized)
(10)
1.03
1.02
Efficiency ratio
(9)(11)
61.78
51.99
Pre-tax yield on leverage strategy
(12)
0.13
0.23
57
(1)
Balances are adjusted for unearned loan fees and deferred costs. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
AFS securities are adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $1.1 million and $2.1 million for the nine months ended June 30, 2023 and June 30, 2022, respectively.
(4)
Included in this line, for the nine months ended June 30, 2023 and June 30, 2022, respectively, is FHLB stock related to the leverage strategy with an average outstanding balance of $52.0 million and $58.2 million, and dividend income of $3.4 million and $2.7 million at a weighted average yield of 8.65% and 6.12% and FHLB stock not related to the leverage strategy with an average outstanding balance of $118.7 million and $74.5 million and dividend income of $7.7 million and $3.5 million at a weighted average yield of 8.63% and 6.29%, respectively.
(5)
The average balance of cash and cash equivalents includes an average balance of cash related to the leverage strategy of $1.10 billion and $1.23 billion during the nine months ended June 30, 2023 and June 30, 2022, respectively.
(6)
Included in this line, for the nine months ended June 30, 2023 and June 30, 2022 respectively, are FHLB borrowings related to the leverage strategy with an average outstanding balance of $1.16 billion and $1.30 billion, with interest paid of $36.5 million and $4.9 million, at a weighted average rate of 4.17% and 0.50%, and borrowings not related to the leverage strategy with an average outstanding balance of $2.67 billion and $1.62 billion and interest paid of $60.0 million and $23.0 million, at a weighted average rate of 2.99% and 1.89%. The FHLB advance amounts and rates included in this line item include the effect of interest rate swaps and are net of deferred prepayment penalties.
(7)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the average balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(8)
Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.
(9)
The table below provides a reconciliation between certain performance ratios presented in accordance with GAAP and the performance ratios excluding the effects of the leverage strategy, which are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide the performance ratios without the leverage strategy because of the unique nature of the leverage strategy. The leverage strategy reduces some of our performance ratios due to the amount of earnings associated with the transaction in comparison to the size of the transaction, while increasing our net income.
For the Nine Months Ended
June 30, 2023
June 30, 2022
Actual
Leverage
Adjusted
Actual
Leverage
Adjusted
(GAAP)
Strategy
(Non-GAAP)
(GAAP)
Strategy
(Non-GAAP)
Yield on interest-earning assets
3.32
%
0.13
%
3.19
%
2.49
%
(0.25)
%
2.74
%
Cost of interest-bearing liabilities
2.13
0.29
1.84
0.80
(0.05)
0.85
Return on average assets (annualized)
0.46
(0.04)
0.50
0.80
(0.08)
0.88
Return on average equity (annualized)
4.80
0.11
4.69
7.20
0.20
7.00
Net interest margin
1.50
(0.16)
1.66
1.82
(0.22)
2.04
Efficiency Ratio
61.78
(0.42)
62.20
51.99
(0.65)
52.64
(10)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(11)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(12)
The pre-tax yield on the leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.
58
Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the periods indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous period's average rate, and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
For the Nine Months Ended
June 30, 2023 vs. June 30, 2022
Increase (Decrease) Due to
Volume
Rate
Total
(Dollars in thousands)
Interest-earning assets:
Loans receivable
$
19,170
$
18,800
$
37,970
MBS
(2,316)
1,943
(373)
Investment securities
11
237
248
FHLB stock
2,057
2,802
4,859
Cash and cash equivalents
(509)
33,235
32,726
Total interest-earning assets
18,413
57,017
75,430
Interest-bearing liabilities:
Checking
(44)
564
520
Savings
(1)
129
128
Money market
(343)
10,203
9,860
Certificates of deposit
(1,587)
18,125
16,538
Borrowings
18,242
50,301
68,543
Total interest-bearing liabilities
16,267
79,322
95,589
Net change in net interest income
$
2,146
$
(22,305)
$
(20,159)
Comparison of Operating Results for the Three Months Ended June 30, 2023 and 2022
For the quarter ended June 30, 2023, the Company recognized net income of $8.3 million, or $0.06 per share, compared to net income of $21.2 million, or $0.16 per share for the quarter ended June 30, 2022. The decrease in net income was due primarily to a decrease in net interest income partially offset by lower income tax expense. The net interest margin decreased 47 basis points, from 1.79% for the prior year quarter to 1.32% for the current quarter. Excluding the effects of the leverage strategy, the net interest margin decreased 72 basis points, from 2.11% for the prior year quarter to 1.39% for the current quarter. The decrease in the net interest margin excluding the effects of the leverage strategy was due mainly to an increase in the cost of deposits and borrowings, which exceeded the increase in loan yields.
Interest and Dividend Income
The following table presents the components of interest and dividend income for the time periods presented along with the change measured in dollars and percent.
For the Three Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
INTEREST AND DIVIDEND INCOME:
Loans receivable
$
71,918
$
56,886
$
15,032
26.4
%
Cash and cash equivalents
10,009
3,968
6,041
152.2
MBS
4,562
5,048
(486)
(9.6)
FHLB stock
3,260
2,695
565
21.0
Investment securities
895
815
80
9.8
Total interest and dividend income
$
90,644
$
69,412
$
21,232
30.6
59
The increase in interest income on loans receivable was due to an increase in the weighted average yield and the average balance of the loan portfolio. The increase in the weighted average yield was due primarily to originations and purchases at higher market yields, as well as disbursements on commercial construction loans at rates higher than the overall portfolio rate and upward repricing of existing adjustable-rate loans due to higher market interest rates. The increase in the average balance was primarily in the correspondent one-to four-family and commercial loan portfolios. The increase in interest income on cash and cash equivalents was due to a higher yield on cash related to an increase in FRB interest rates, partially offset by a lower average balance. The increase in dividend income on FHLB stock was due to a higher FHLB dividend rate compared to the prior year quarter.
Interest Expense
The following table presents the components of interest expense for the periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
INTEREST EXPENSE:
Borrowings
$
31,449
$
11,644
$
19,805
170.1
%
Deposits
24,445
7,787
16,658
213.9
Total interest expense
$
55,894
$
19,431
$
36,463
187.7
The increase in interest expense on borrowings was due primarily to an increase in the weighted average rate and average balance on borrowings not associated with the leverage strategy, along with an increase in the weighted average rate on the borrowings associated with the leverage strategy compared to the prior year quarter. The increase in interest expense on deposits was due primarily to an increase in the weighted average rate paid on the deposit portfolio, mainly certificates of deposit and money market accounts.
Provision for Credit Losses
The Bank recorded a provision for credit losses during the current quarter of $1.3 million, compared to a of provision of $937 thousand during the prior year quarter. See "Comparison of Operating Results for the Three Months Ended June 30, 2023 and March 31, 2023" above for additional discussion regarding the provision for credit losses during the current quarter.
Non-Interest Income
The following table presents the components of non-interest income for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
NON-INTEREST INCOME:
Deposit service fees
$
3,404
$
3,601
$
(197)
(5.5)
%
Insurance commissions
888
788
100
12.7
Other non-interest income
1,522
1,726
(204)
(11.8)
Total non-interest income
$
5,814
$
6,115
$
(301)
(4.9)
The decrease in other non-interest income was due mainly to the prior year quarter including gains on a loan-related financial derivative agreement, with no such gains in the current quarter.
60
Non-Interest Expense
The following table presents the components of non-interest expense for the time periods presented, along with the change measured in dollars and percent.
For the Three Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
NON-INTEREST EXPENSE:
Salaries and employee benefits
$
13,200
$
14,581
$
(1,381)
(9.5)
%
Information technology and related expense
6,118
4,343
1,775
40.9
Occupancy, net
3,556
3,721
(165)
(4.4)
Regulatory and outside services
1,436
1,572
(136)
(8.7)
Advertising and promotional
1,447
1,068
379
35.5
Federal insurance premium
1,231
784
447
57.0
Deposit and loan transaction costs
615
664
(49)
(7.4)
Office supplies and related expense
546
494
52
10.5
Other non-interest expense
1,187
1,163
24
2.1
Total non-interest expense
$
29,336
$
28,390
$
946
3.3
The decrease in salaries and employee benefits was attributable mainly to lower incentive compensation, along with lower loan commissions due to a reduction in loan origination activity in the current year. The increase in information technology and related expenses was due mainly to third-party project management expenses and other expenses associated with the digital transformation project, along with higher software licensing expenses due to agreement renewals at higher costs. The increase in advertising and promotional expense was due primarily to the timing of campaigns and sponsorships. The increase in federal insurance premium expense was due mainly to an increase in the FDIC assessment rate.
The Company's efficiency ratio was 72.32% for the current quarter compared to 50.61% for the prior year quarter. The change in the efficiency ratio was due primarily to lower net interest income in the current quarter.
Income Tax Expense
The following table presents pretax income, income tax expense, and net income for the time periods presented, along with the change measured in dollars and percent and the effective tax rate.
For the Three Months Ended
June 30,
Change Expressed in:
2023
2022
Dollars
Percent
(Dollars in thousands)
Income before income tax expense
$
9,904
$
26,769
$
(16,865)
(63.0)
%
Income tax expense
1,602
5,617
(4,015)
(71.5)
Net income
$
8,302
$
21,152
$
(12,850)
(60.8)
Effective Tax Rate
16.2
%
21.0
%
The decrease in income tax expense was due primarily to lower pretax income in the current quarter, along with a decrease in the effective tax rate. The decrease in the effective tax rate was due primarily to lower projected pretax income, as the Company's permanent differences, which generally reduce our tax rate, have a larger impact on the overall effective rate.
61
Average Balance Sheet
The following table presents the average balances of our assets, liabilities, and stockholders' equity, and the related annualized weighted average yields and rates on our interest-earning assets and interest-bearing liabilities for the periods indicated, as well as selected performance ratios and other information for the periods shown. Weighted average yields are derived by dividing annualized income by the average balance of the related assets, and weighted average rates are derived by dividing annualized expense by the average balance of the related liabilities, for the periods shown. Average outstanding balances are derived from average daily balances. The weighted average yields and rates include amortization of fees, costs, premiums and discounts, which are considered adjustments to yields/rates. Weighted average yields on tax-exempt securities are not calculated on a fully taxable equivalent basis.
For the Three Months Ended
June 30, 2023
June 30, 2022
Average
Interest
Average
Interest
Outstanding
Earned/
Yield/
Outstanding
Earned/
Yield/
Amount
Paid
Rate
Amount
Paid
Rate
Assets:
(Dollars in thousands)
Interest-earning assets:
One- to four-family loans:
Originated
$
4,052,906
$
34,224
3.38
%
$
3,982,602
$
32,168
3.23
%
Correspondent purchased
2,491,016
19,937
3.20
2,060,947
14,027
2.72
Bulk purchased
141,985
527
1.49
154,663
464
1.20
Total one- to four-family loans
6,685,907
54,688
3.27
6,198,212
46,659
3.01
Commercial loans
1,180,906
15,172
5.08
890,455
9,104
4.05
Consumer loans
102,390
2,058
8.06
92,790
1,123
4.85
Total loans receivable
(1)
7,969,203
71,918
3.60
7,181,457
56,886
3.16
MBS
(2)
1,126,953
4,562
1.62
1,343,891
5,048
1.50
Investment securities
(2)(3)
525,012
895
0.68
522,147
815
0.62
FHLB stock
(4)
146,482
3,260
8.93
166,879
2,695
6.48
Cash and cash equivalents
(5)
769,434
10,009
5.15
1,930,539
3,968
0.81
Total interest-earning assets
10,537,084
90,644
3.43
11,144,913
69,412
2.49
Other non-interest-earning assets
271,898
293,882
Total assets
$
10,808,982
$
11,438,795
Liabilities and stockholders' equity:
Interest-bearing liabilities:
Checking
$
949,909
398
0.17
$
1,068,329
180
0.07
Savings
521,831
143
0.11
556,553
74
0.05
Money market
1,485,672
6,295
1.70
1,861,302
952
0.21
Retail certificates
2,339,477
15,685
2.69
2,169,262
6,383
1.18
Commercial certificates
44,083
307
2.80
84,231
129
0.61
Wholesale certificates
155,157
1,617
4.18
113,101
69
0.24
Total deposits
5,496,129
24,445
1.78
5,852,778
7,787
0.53
Borrowings
(6)
3,520,594
31,449
3.57
3,687,592
11,644
1.26
Total interest-bearing liabilities
9,016,723
55,894
2.48
9,540,370
19,431
0.81
Non-interest-bearing deposits
556,682
586,876
Other non-interest-bearing liabilities
161,360
147,938
Stockholders' equity
1,074,217
1,163,611
Total liabilities and stockholders' equity
$
10,808,982
$
11,438,795
Net interest income
(7)
$
34,750
$
49,981
Net interest-earning assets
$
1,520,361
$
1,604,543
Net interest margin
(8)(9)
1.32
1.79
Ratio of interest-earning assets to interest-bearing liabilities
1.17x
1.17x
Selected performance ratios:
Return on average assets (annualized)
(9)
0.31
%
0.74
%
Return on average equity (annualized)
(9)
3.09
7.27
Average equity to average assets
9.94
10.17
Operating expense ratio (annualized)
(10)
1.09
0.99
Efficiency ratio
(9)(11)
72.32
50.61
Pre-tax yield on leverage strategy
(12)
0.07
0.31
62
(1)
Balances are adjusted for unearned loan fees and deferred costs. Loans that are 90 or more days delinquent are included in the loans receivable average balance with a yield of zero percent.
(2)
AFS securities are adjusted for unamortized purchase premiums or discounts.
(3)
The average balance of investment securities includes an average balance of nontaxable securities of $1.0 million and $326 thousand for the three months ended June 30, 2023 and June 30, 2022, respectively.
(4)
Included in this line, for the three months ended June 30, 2023 and June 30, 2022, respectively, is FHLB stock related to the leverage strategy with an average outstanding balance of $27.2 million and $89.4 million, respectively, and dividend income of $610 thousand and $1.4 million, respectively, at a weighted average yield of 9.00% and 6.48%, respectively, and FHLB stock not related to the leverage strategy with an average outstanding balance of $119.3 million and $77.5 million, respectively, and dividend income of $2.7 million and $1.3 million, respectively, at a weighted average yield of 8.91% and 6.48%, respectively.
(5)
The average balance of cash and cash equivalents includes an average balance of cash related to the leverage strategy of $577.2 million and $1.89 billion during the three months ended June 30, 2023 and June 30, 2022, respectively.
(6)
Included in this line, for the three months ended June 30, 2023 and June 30, 2022, respectively, are FHLB borrowings related to the leverage strategy with an average outstanding balance of $604.4 million and $1.99 billion, respectively, and interest paid of $7.9 million and $3.7 million, respectively, at a weighted average rate of 5.20% and 0.73%, respectively, and borrowings not related to the leverage strategy with an average outstanding balance of $2.92 billion and $1.70 billion, respectively, and interest paid of $23.5 million and $8.0 million, respectively, at a weighted average rate of 3.23% and 1.87%, respectively. The FHLB advance amounts and rates included in this line include the effect of interest rate swaps and are net of deferred prepayment penalties.
(7)
Net interest income represents the difference between interest income earned on interest-earning assets and interest paid on interest-bearing liabilities. Net interest income depends on the average balance of interest-earning assets and interest-bearing liabilities, and the interest rates earned or paid on them.
(8)
Net interest margin represents annualized net interest income as a percentage of average interest-earning assets.
(9)
The table below provides a reconciliation between certain performance ratios presented in accordance with GAAP and the performance ratios excluding the effects of the leverage strategy, which are not presented in accordance with GAAP. Management believes it is important for comparability purposes to provide the performance ratios without the leverage strategy because of the unique nature of the leverage strategy. The leverage strategy reduces some of our performance ratios due to the amount of earnings associated with the transaction in comparison to the size of the transaction, while increasing our net income.
For the Three Months Ended
June 30, 2023
June 30, 2022
Actual
Leverage
Adjusted
Actual
Leverage
Adjusted
(GAAP)
Strategy
(Non-GAAP)
(GAAP)
Strategy
(Non-GAAP)
Yield on interest-earning assets
3.43
%
0.11
%
3.32
%
2.49
%
(0.30)
%
2.79
%
Cost of interest-bearing liabilities
2.48
0.20
2.28
0.81
(0.03)
0.84
Return on average assets (annualized)
0.31
(0.01)
0.32
0.74
(0.10)
0.84
Return on average equity (annualized)
3.09
0.03
3.06
7.27
0.42
6.85
Net interest margin
1.32
(0.07)
1.39
1.79
(0.32)
2.11
Efficiency Ratio
72.32
(0.12)
72.44
50.61
(1.31)
51.92
(10)
The operating expense ratio represents annualized non-interest expense as a percentage of average assets.
(11)
The efficiency ratio represents non-interest expense as a percentage of the sum of net interest income (pre-provision for credit losses) and non-interest income.
(12)
The pre-tax yield on the leverage strategy represents annualized pre-tax income resulting from the transaction as a percentage of the average interest-earning assets associated with the transaction.
63
Rate/Volume Analysis
The table below presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities, comparing the three months ended June 30, 2023 to the three months ended June 30, 2022. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (1) changes in volume, which are changes in the average balance multiplied by the previous year's average rate and (2) changes in rate, which are changes in the average rate multiplied by the average balance from the previous year period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.
For the Three Months Ended June 30,
2023 vs. 2022
Increase (Decrease) Due to
Volume
Rate
Total
(Dollars in thousands)
Interest-earning assets:
Loans receivable
$
7,321
$
7,711
$
15,032
MBS
(858)
372
(486)
Investment securities
5
75
80
FHLB stock
(360)
925
565
Cash and cash equivalents
(3,676)
9,717
6,041
Total interest-earning assets
2,432
18,800
21,232
Interest-bearing liabilities:
Checking
(22)
240
218
Savings
(5)
73
68
Money market
(230)
5,573
5,343
Certificates of deposit
512
10,517
11,029
Borrowings
3,123
16,682
19,805
Total interest-bearing liabilities
3,378
33,085
36,463
Net change in net interest income
$
(946)
$
(14,285)
$
(15,231)
64
Liquidity and Capital Resources
Liquidity refers to our ability to generate sufficient cash to fund ongoing operations, to repay maturing certificates of deposit and other deposit withdrawals, to repay maturing borrowings, and to fund loan commitments. Liquidity management is both a daily and long-term function of our business management. The Company's most available liquid assets are represented by cash and cash equivalents and AFS securities. The Bank's primary sources of funds are deposits, FHLB borrowings, repayments and maturities of outstanding loans and MBS and other short-term investments, and funds provided by operations. The Bank's long-term borrowings primarily have been used to manage long-term liquidity needs and the Bank's interest rate risk with the intention to improve the earnings of the Bank while maintaining capital ratios that meet or exceed the regulatory standards for well-capitalized financial institutions. In addition, the Bank's focus on managing risk has provided additional liquidity capacity by maintaining a balance of MBS and investment securities available as collateral for borrowings.
We generally intend to manage cash reserves sufficient to meet short-term liquidity needs, which are routinely forecasted for 10, 30, and 365 days. Additionally, on a monthly basis, we perform a liquidity stress test in accordance with the Interagency Policy Statement on Funding and Liquidity Risk Management. The liquidity stress test incorporates both short-term and long-term liquidity scenarios in order to identify and to quantify liquidity risk. Management also monitors key liquidity statistics related to items such as wholesale funding gaps, borrowings capacity, and available unpledged collateral, as well as various liquidity ratios.
In the event short-term liquidity needs exceed available cash, the Bank has access to a line of credit at FHLB, the FRB of Kansas City's discount window, and the newly established BTFP. Per FHLB's lending guidelines, total FHLB borrowings cannot exceed 40% of Bank Call Report total assets without the pre-approval of FHLB senior management. The Bank's FHLB borrowing limit was 50% of Bank Call Report total assets as of June 30, 2023, as approved by the president of FHLB. FHLB borrowings are secured by
certain qualifying loans pursuant to a blanket collateral agreement with FHLB. When the leverage strategy is in place, the Bank maintains the resulting excess cash reserves from the FHLB borrowings at the FRB of Kansas City, which can be used to meet any short-term liquidity needs. Additionally, FHLB borrowings may exceed 40% of Bank Call Report total assets as long as the Bank continues its leverage strategy and FHLB senior management continues to approve the Bank's borrowing limit being in excess of 40% of Call Report total assets. All or a portion of the short-term FHLB borrowings in conjunction with the leverage strategy can be repaid at maturity, if necessary or desired. The amount that can be borrowed from the FRB of Kansas City's discount window is based upon the fair value of securities pledged as collateral and certain other characteristics of those securities. At June 30, 2023, the fair value of securities pledged for the discount window was $149.8 million. Management tests the Bank's access to the FRB of Kansas City's discount window annually with a nominal, overnight borrowing, which was last completed during the first quarter of fiscal year 2023. There were no borrowings from the discount window during the current quarter. The amount that can be borrowed under the BTFP is based upon the par value of securities pledged as collateral, the term can be up to one year in length, and the borrowings can be prepaid without penalty. At June 30, 2023, the amount of securities pledged, at par, for the BTFP was $615.2 million. During the quarter ended June 30, 2023, the Bank repaid its borrowings on the FHLB line of credit and borrowed $500.0 million under the BTFP as the BTFP rate was more favorable than the rates offered on the FHLB line of credit or the rate on a one-year FHLB advance at that point in time.
If management observes unusual trends in the amount and frequency of line of credit utilization and/or short-term borrowings that is not in conjunction with a planned strategy, such as the leverage strategy, the Bank will likely utilize long-term wholesale borrowing sources such as FHLB advances and/or repurchase agreements to provide long-term, fixed-rate funding. The maturities of these long-term borrowings are generally staggered in order to mitigate the risk of a highly negative cash flow position at maturity. The Bank's internal policy limits total borrowings to 55% of total assets. At June 30, 2023, the Bank had total borrowings, at par, of $2.99 billion, or approximately 29% of total assets. The borrowings balance was composed of $2.49 billion of FHLB advances and $500.0 million related to the BTFP. Of this amount, $444.7 million of FHLB advances and all BTFP borrowings were scheduled to mature in the next 12 months. Management estimated that the Bank had $2.68 billion in additional liquidity available at June 30, 2023 based on the Bank's blanket collateral agreement with FHLB and unencumbered securities.
At June 30, 2023, the Bank had no repurchase agreements. The Bank may enter into repurchase agreements as management deems appropriate, not to exceed 15% of total assets, and subject to the total borrowings internal policy limit of 55% as discussed above.
The Bank could utilize the repayment and maturity of outstanding loans, MBS, and other investments for liquidity needs rather than reinvesting such funds into the related portfolios. The Bank has access to other sources of funds for liquidity purposes, such as brokered and public unit certificates of deposit. As of June 30, 2023, the Bank's policy allowed for combined brokered and public unit certificates of deposit up to 15% of total deposits. At June 30, 2023, the Bank did not have any brokered certificates of deposit, and public unit certificates of deposit were approximately 3% of total deposits. The Bank had pledged securities with an estimated fair value of $204.7 million as collateral for public unit certificates of deposit at June 30, 2023. The securities pledged as collateral for public unit certificates of deposit are held under joint custody with FHLB and generally will be released upon deposit maturity.
65
At June 30, 2023, $1.27 billion of the Bank's certificate of deposit portfolio was scheduled to mature within the next 12 months, including $117.1 million of public unit certificates of deposit and $26.9 million of commercial certificates of deposit. Based on our deposit retention experience and our current pricing strategy, we anticipate the majority of the maturing retail certificates of deposit will renew or transfer to other deposit products of the Bank at prevailing rates, although no assurance can be given in this regard. Due to the nature of public unit certificates of deposit and commercial certificates of deposit, retention rates are not as predictable as for retail certificates of deposit.
While scheduled payments from the amortization of loans and MBS and payments on short-term investments are relatively predictable sources of funds, deposit flows, prepayments on loans and MBS, and calls of investment securities are greatly influenced by general interest rates, economic conditions, and competition, and are less predictable sources of funds. To the extent possible, the Bank manages the cash flows of its loan and deposit portfolios by the rates it offers customers. We anticipate we will continue to have sufficient funds, through the repayments and maturities of loans and securities, deposits and borrowings, to meet our current commitments.
Limitations on Dividends and Other Capital Distributions
Office of the Comptroller of the Currency ("OCC") regulations impose restrictions on savings institutions with respect to their ability to make distributions of capital, which include dividends, stock redemptions or repurchases, cash-out mergers and other transactions charged to the capital account. Under FRB and OCC safe harbor regulations, savings institutions generally may make capital distributions during any calendar year equal to earnings of the previous two calendar years and current year-to-date earnings (to the extent not previously distributed). A savings institution that is a subsidiary of a savings and loan holding company, such as the Company, that proposes to make a capital distribution must submit written notice to the OCC and FRB 30 days prior to such distribution. The OCC and FRB may object to the distribution during that 30-day period based on safety and soundness or other concerns. Savings institutions that desire to make a larger capital distribution, are under special restrictions, or are not, or would not be, sufficiently capitalized following a proposed capital distribution must obtain regulatory non-objection prior to making such a distribution.
The long-term ability of the Company to pay dividends to its stockholders is based primarily upon the ability of the Bank to make capital distributions to the Company. So long as the Bank remains well capitalized after each capital distribution (as evidenced by maintaining a CBLR greater than the required percentage, which is currently 9.0%), and operates in a safe and sound manner, it is management's belief that the OCC and FRB will continue to allow the Bank to distribute its earnings to the Company, although no assurance can be given in this regard.
Regulatory Capital
Consistent with our goal to operate a sound and profitable financial organization, we actively seek to maintain a well-capitalized status for the Bank per the regulatory framework for prompt corrective action ("PCA"). Qualifying institutions that elect to use the CBLR framework, such as the Bank and the Company, that maintain the required minimum leverage ratio of 9% will be considered to have satisfied the generally applicable risk-based and leverage capital requirements in the regulatory agencies' capital rules, and to have met the capital requirements for the well capitalized category under the agencies' PCA framework. As of June 30, 2023, the Bank's CBLR was 9.6% and the Company's CBLR was 10.7%, both of which exceeded the minimum requirements.
66
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Asset and Liability Management and Market Risk
For a complete discussion of the Bank's asset and liability management policies, as well as the potential impact of interest rate changes upon the market value of the Bank's portfolios, see "Part II, Item 7A. Quantitative and Qualitative Disclosures about Market Risk" in the Company's Annual Report on
Form 10-K
for the fiscal year ended September 30, 2022. The analysis presented in the tables below reflects the level of market risk at the Bank, including the cash the holding company has on deposit at the Bank.
The rates of interest the Bank earns on its assets and pays on its liabilities are generally established contractually for a period of time. Fluctuations in interest rates have a significant impact not only upon our net income, but also upon the cash flows and market values of our assets and liabilities. Our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our interest-earning assets and interest-bearing liabilities. Risk associated with changes in interest rates on the earnings of the Bank and the market value of its financial assets and liabilities is known as interest rate risk. Interest rate risk is our most significant market risk, and our ability to adapt to changes in interest rates is known as interest rate risk management.
The general objective of our interest rate risk management program is to determine and manage an appropriate level of interest rate risk while maximizing net interest income in a manner consistent with our policy to manage, to the extent practicable, the exposure of net interest income to changes in market interest rates. The Board of Directors and Asset and Liability Management Committee ("ALCO") regularly review the Bank's interest rate risk exposure by forecasting the impact of hypothetical, alternative interest rate environments on net interest income and the market value of portfolio equity ("MVPE") at various dates. The MVPE is defined as the net of the present value of cash flows from existing assets, liabilities, and off-balance sheet instruments. The present values are determined based upon market conditions as of the date of the analysis, as well as in alternative interest rate environments providing potential changes in the MVPE under those alternative interest rate environments. Net interest income is projected in the same alternative interest rate environments with both a static balance sheet and one with management strategies considered. The MVPE and net interest income analyses are also conducted to estimate our sensitivity to rates for future time horizons based upon market conditions as of the date of the analysis. The MVPE ratio continues to be an important measurement for management as we consider the changes in market rates, liquidity needs and portfolio balances. MVPE represents a long-term view of the interest sensitivity of the Bank's balance sheet while our net interest income projections inform management of the short-term impacts of pricing decisions. In addition to the interest rate environments presented below, management also reviews the impact of non-parallel rate shock scenarios on a quarterly basis. These scenarios consist of flattening and steepening the yield curve by changing short-term and long-term interest rates independent of each other, and simulating cash flows and determining valuations as a result of these hypothetical changes in interest rates to identify rate environments that pose the greatest risk to the Bank. This analysis helps management quantify the Bank's exposure to changes in the shape of the yield curve.
Qualitative Disclosure about Market Risk
Gap Table.
The following gap table summarizes the anticipated maturities or repricing periods of the Bank's interest-earning assets and interest-bearing liabilities based on the information and assumptions set forth in the notes below. Cash flow projections for mortgage-related assets are calculated based in part on prepayment assumptions at current and projected interest rates. Prepayment projections are subjective in nature, involve uncertainties and assumptions and, therefore, cannot be determined with a high degree of accuracy. Although certain assets and liabilities may have similar maturities or periods to repricing, they may react differently to changes in market interest rates. Assumptions may not reflect how actual yields and costs respond to market interest rate changes. The interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types of assets and liabilities may lag behind changes in market interest rates. Certain assets, such as adjustable-rate loans, have features that restrict changes in interest rates on a short-term basis and over the life of the asset. In the event of a change in interest rates, prepayment rates would likely deviate significantly from those assumed in calculating the gap table below. A positive gap generally means more cash flows from assets are expected to reprice than cash flows from liabilities and suggests in a rising rate environment, that earnings should increase. A negative gap generally means more cash flows from liabilities are expected to reprice than cash flows from assets and suggests, in a rising rate environment, that earnings should decrease. For additional information
67
regarding the impact of changes in interest rates, see the following Change in Net Interest Income and Change in MVPE discussions and tables.
More Than
More Than
Within
One Year to
Three Years
Over
One Year
Three Years
to Five Years
Five Years
Total
Interest-earning assets:
(Dollars in thousands)
Loans receivable
(1)
$
1,378,847
$
1,808,644
$
1,428,040
$
3,364,345
$
7,979,876
Securities
(2)
276,160
707,996
227,568
413,113
1,624,837
Other interest-earning assets
307,564
—
—
—
307,564
Total interest-earning assets
1,962,571
2,516,640
1,655,608
3,777,458
9,912,277
Interest-bearing liabilities:
Non-maturity deposits
(3)
740,124
415,984
354,165
2,029,932
3,540,205
Certificates of deposit
1,277,007
946,931
415,844
168
2,639,950
Borrowings
(4)
946,166
1,337,478
714,571
27,798
3,026,013
Total interest-bearing liabilities
2,963,297
2,700,393
1,484,580
2,057,898
9,206,168
Excess (deficiency) of interest-earning assets over
interest-bearing liabilities
$
(1,000,726)
$
(183,753)
$
171,028
$
1,719,560
$
706,109
Cumulative excess (deficiency) of interest-earning assets over
interest-bearing liabilities
$
(1,000,726)
$
(1,184,479)
$
(1,013,451)
$
706,109
Cumulative excess (deficiency) of interest-earning assets over interest-bearing
liabilities as a percent of total Bank assets at:
June 30, 2023
(9.7)
%
(11.5)
%
(9.9)
%
6.9
%
March 31, 2023
(8.0)
September 30, 2022
(11.9)
Cumulative one-year gap - interest rates +200 bps at:
June 30, 2023
(11.6)
March 31, 2023
(8.6)
September 30, 2022
(12.1)
(1)
Adjustable-rate loans are included in the period in which the rate is next scheduled to adjust or in the period in which repayments are expected to occur, or prepayments are expected to be received, prior to their next rate adjustment, rather than in the period in which the loans are due. Fixed-rate loans are included in the periods in which they are scheduled to be repaid, based on scheduled amortization and prepayment assumptions. Balances are net of undisbursed amounts and deferred fees and exclude loans 90 or more days delinquent or in foreclosure.
(2)
MBS reflect projected prepayments at amortized cost. All other securities are presented based on contractual maturities, term to call dates or pre-refunding dates as of June 30, 2023, at amortized cost.
(3)
Although the Bank's checking, savings, and money market accounts are subject to immediate withdrawal, management considers a substantial amount of these accounts to be core deposits having significantly longer effective maturities. The decay rates (the assumed rates at which the balances of existing accounts decline) used on these accounts is based on assumptions developed from our actual experiences with these accounts. If all of the Bank's checking, savings, and money market accounts had been assumed to be subject to repricing within one year, interest-bearing liabilities which were estimated to mature or reprice within one year would have exceeded interest-earning assets with comparable characteristics by $3.80 billion, for a cumulative one-year gap of (36.9)% of total assets.
(4)
Borrowings exclude deferred prepayment penalty costs. Included in this line item are $365.0 million of FHLB adjustable-rate advances tied to interest rate swaps. The repricing for these liabilities is projected to occur at the maturity date of each interest rate swap.
At June 30, 2023, the Bank's gap between the amount of interest-earning assets and interest-bearing liabilities projected to reprice within one year was $(1.00) billion, or (9.7)% of total assets, compared to $(803.5) million, or (8.0)% of total assets, at March 31, 2023. The change in the one-year gap amount was due primarily to an increase in the amount of liability cash flows coming due in one year at June 30, 2023 compared to March 31, 2023, partially offset by an increase in the amount of asset cash flows coming due for the same time period. This was due primarily to an increase in the amount of certificates of deposit and borrowings scheduled to mature within one year as of June 30, 2023 compared to March 31, 2023.
The amount of interest-bearing liabilities expected to reprice in a given period is not typically significantly impacted by changes in interest rates, because the Bank's borrowings and certificate of deposit portfolios have contractual maturities and generally cannot be
68
terminated early without a prepayment penalty. If interest rates were to increase 200 basis points, as of June 30, 2023, the Bank's one-year gap is projected to be $(1.19) billion, or (11.6)% of total assets. The change in the gap compared to when there is no change in rates is due to lower anticipated net cash flows primarily as a result of lower prepayments on mortgage-related assets in the higher rate environment. This compares to a one-year gap of $(862.4) million, or (8.6)% of total assets, if interest rates were to have increased 200 basis points as of March 31, 2023.
Change in Net Interest Income.
For each date presented in the following table, the estimated change in the Bank's net interest income is based on the indicated instantaneous, parallel and permanent change in interest rates. The change in each interest rate environment represents the difference between estimated net interest income in the 0 basis point interest rate environment ("base case," assumes the forward market and product interest rates implied by the yield curve are realized) and the estimated net interest income in each alternative interest rate environment (assumes market and product interest rates have a parallel shift in rates across all maturities by the indicated change in rates). Projected cash flows for each scenario are based upon varying prepayment assumptions to model likely customer behavior changes as market rates change. Estimations of net interest income used in preparing the table below were based upon the assumptions that the total composition of interest-earning assets and interest-bearing liabilities does not change materially and that any repricing of assets or liabilities occurs at anticipated product and market rates for the alternative rate environments as of the dates presented. The estimation of net interest income does not include any projected gains or losses related to the sale of loans or securities, or income derived from non-interest income sources, but does include the use of different prepayment assumptions in the alternative interest rate environments. It is important to consider that estimated changes in net interest income are for a cumulative four-quarter period. These do not reflect the earnings expectations of management.
Change
Net Interest Income At
(in Basis Points)
June 30, 2023
September 30, 2022
in Interest Rates
(1)
Amount ($)
Change ($)
Change (%)
Amount ($)
Change ($)
Change (%)
(Dollars in thousands)
-200 bp
$
117,810
$
(11,008)
(8.55)
%
$
182,458
$
(775)
(0.42)
%
-100 bp
123,830
(4,988)
(3.87)
183,363
130
0.07
000 bp
128,818
—
—
183,233
—
—
+100 bp
133,093
4,275
3.32
182,737
(496)
(0.27)
+200 bp
137,043
8,225
6.39
182,081
(1,152)
(0.63)
+300 bp
140,998
12,180
9.46
181,394
(1,839)
(1.00)
(1)
Assumes an instantaneous, parallel, and permanent change in interest rates at all maturities.
The net interest income projection was lower in the base case scenario at June 30, 2023 compared to September 30, 2022 due primarily to higher interest expense projections on the Bank's liabilities compared to the increase in the interest income projections on the Bank's assets. This was primarily driven by faster increases in the cost of liabilities during the first nine months of fiscal year 2023, compared to the increase in asset yields. The increase in the cost of liabilities was due mainly to an increase in the balance and rate of the certificate of deposit portfolio, an increase in the rates paid on money market accounts, and an increase in the balance of higher-costing borrowings since September 30, 2022. This was partially offset by higher projected income on loans receivable due to a higher balance and yield on the portfolio compared to September 30, 2022.
In the rising and declining interest rate scenarios, the variability of net interest income projections has become more significant due to the composition of the balance sheet and the elevated interest rate environment. At June 30, 2023, the Bank's balance of cash and cash equivalents was $329.4 million with an average yield of 4.82% compared to a balance of $49.2 million with an average yield of 1.75% at September 30, 2022. As a result, in each interest rate scenario, there was a greater impact on net interest income at June 30, 2023 compared to September 30, 2022 due to the higher cash balance. Additionally, due to compositional changes in the Bank's deposit portfolio between periods (increase in certificates of deposit and decrease in non-maturity deposits), the impact from instantaneous, parallel and permanent changes in the various interest rate scenarios was less pronounced. Generally, however, the increase in net interest income in the rising rate scenarios is due to the degree to which loan repayments that are projected to reprice upward is greater than the projected increase in deposit rates in the next 12 months. In the declining rate scenarios, loan repayments are repriced at rates that do not offset the higher cost of liabilities that are not expected to reprice in the next 12 months.
69
Change in MVPE.
The following table sets forth the estimated change in the MVPE for each date presented based on the indicated instantaneous, parallel, and permanent change in interest rates. The change in each interest rate environment represents the difference between the MVPE in the base case (assumes the forward market interest rates implied by the yield curve are realized) and the MVPE in each alternative interest rate environment (assumes market interest rates have a parallel shift in rates). Projected cash flows for each scenario are based upon varying prepayment assumptions to model likely customer behavior as market rates change. The estimations of the MVPE used in preparing the table below were based upon the assumptions that the total composition of interest-earning assets and interest-bearing liabilities does not change, that any repricing of assets or liabilities occurs at current product or market rates for the alternative rate environments as of the dates presented, and that different prepayment rates were used in each alternative interest rate environment. The estimated MVPE results from the valuation of cash flows from financial assets and liabilities over the anticipated lives of each for each interest rate environment. The table below presents the effects of the changes in interest rates on our assets and liabilities as they mature, repay, or reprice, as shown by the change in the MVPE for alternative interest rates.
Change
Market Value of Portfolio Equity At
(in Basis Points)
June 30, 2023
September 30, 2022
in Interest Rates
(1)
Amount ($)
Change ($)
Change (%)
Amount ($)
Change ($)
Change (%)
(Dollars in thousands)
-200 bp
$
1,244,834
$
292,679
30.74
%
$
1,299,340
$
404,353
45.18
%
-100 bp
1,091,181
139,026
14.60
1,024,167
129,180
14.43
000 bp
952,155
—
—
894,987
—
—
+100 bp
810,744
(141,411)
(14.85)
759,165
(135,822)
(15.18)
+200 bp
669,838
(282,317)
(29.65)
625,864
(269,123)
(30.07)
+300 bp
533,599
(418,556)
(43.96)
500,730
(394,257)
(44.05)
(1)
Assumes an instantaneous, parallel, and permanent change in interest rates at all maturities.
The percentage change in the Bank's MVPE at June 30, 2023 compared to September 30, 2022 was negative in all rising interest rate scenarios. The negative impact to the Bank's MVPE, as a percentage change, was slightly lower at June 30, 2023 compared to September 30, 2022 due primarily to higher MVPE at June 30, 2023. The higher MVPE was due, in part, to the increase in the balance of certificates of deposit and borrowings between periods, which resulted in less of an increase in the market value of those portfolios compared to September 30, 2022, coupled with an increase in the balance of the loan portfolio. As a result of long-term rates being relatively unchanged at each period end, the impact of interest rates on the market value of the loan portfolio was fairly muted; therefore, the impacts of the other factors resulted in an increase to our MVPE in the base case and led to lower sensitivity to changes in rates.
As interest rates increase, borrowers have less economic incentive to prepay or to refinance their mortgages and agency debt issuers have less economic incentive or opportunity to exercise their call options in order to issue new debt at lower interest rates, resulting in lower projected cash flows on these assets. As interest rates increase in the rising interest rate scenarios, prepayments on mortgage-related assets are more likely to decrease and only be realized through significant changes in borrowers' lives such as divorce, death, job-related relocations, or other events as there is less economic incentive for borrowers to prepay their debt, resulting in an increase in the average life of mortgage-related assets. Similarly, call projections for the Bank's callable agency debentures decrease as interest rates rise, which results in cash flows related to these assets moving closer to the contractual maturity dates. The longer expected average lives of these assets increases the sensitivity of their market value to changes in interest rates.
In the increasing rate scenarios, the sensitivity reflects the negative impacts of rates on the value of the Bank's loan and securities portfolio more so than on the deposit and borrowing portfolio. In the decreasing interest rate scenarios, the Bank's MVPE increased due to a larger increase in the market value of the Bank's assets than the Bank's liabilities. This is because the Bank's mortgage-related assets continue to have a longer duration in these interest rate scenarios which results in greater sensitivity in market value as interest rates change.
70
The following table presents the weighted average yields/rates and WALs (in years), after applying prepayment, call assumptions, and decay rates for our interest-earning assets and interest-bearing liabilities as of June 30, 2023. Yields presented for interest-earning assets include the amortization of fees, costs, premiums and discounts, which are considered adjustments to the yield. The interest rate presented for term borrowings is the effective rate, which includes the impact of interest rate swaps and the amortization of deferred prepayment penalties resulting from FHLB advances previously prepaid. The WAL presented for term borrowings includes the effect of interest rate swaps.
Amount
Yield/Rate
WAL
% of Category
% of Total
(Dollars in thousands)
Securities
$
1,444,867
1.33
%
4.2
14.7
%
Loans receivable:
Fixed-rate one- to four-family
5,666,144
3.26
6.9
71.1
%
57.4
Fixed-rate commercial
422,245
4.42
3.3
5.3
4.3
All other fixed-rate loans
81,175
4.14
7.5
1.0
0.8
Total fixed-rate loans
6,169,564
3.35
6.7
77.4
62.5
Adjustable-rate one- to four-family
907,929
3.58
4.0
11.4
9.2
Adjustable-rate commercial
801,814
5.69
7.7
10.0
8.1
All other adjustable-rate loans
95,433
8.08
3.0
1.2
1.0
Total adjustable-rate loans
1,805,176
4.76
5.6
22.6
18.3
Total loans receivable
7,974,740
3.67
6.4
100.0
%
80.8
FHLB stock
116,012
8.97
2.3
1.2
Cash and cash equivalents
329,409
4.82
—
3.3
Total interest-earning assets
$
9,865,028
3.43
5.8
100.0
%
Non-maturity deposits
$
2,885,126
1.05
6.6
52.2
%
33.9
%
Retail certificates of deposit
2,423,665
3.00
1.5
43.9
28.5
Commercial certificates of deposit
43,840
3.25
1.1
0.8
0.5
Public unit certificates of deposit
172,445
4.26
0.7
3.1
2.0
Total interest-bearing deposits
5,525,076
2.02
4.1
100.0
%
64.9
Term borrowings
2,990,246
3.30
2.0
35.1
Total interest-bearing liabilities
$
8,515,322
2.47
3.4
100.0
%
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, evaluated the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, the "Act") as of June 30, 2023. Based upon this evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that, as of June 30, 2023, such disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports it files or submits under the Act is accumulated and communicated to the Company's management (including the Chief Executive Officer and Chief Financial Officer) to allow timely decisions regarding required disclosure, and is recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company's internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Act) that occurred during the Company's quarter ended June 30, 2023 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
71
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
In the normal course of business, the Company and the Bank are involved as plaintiff or defendant in various legal actions. In our opinion, after consultation with legal counsel, we believe it unlikely that such pending legal actions will have a material adverse effect on our financial condition, results of operations or liquidity.
On November 2, 2022, the Bank was served a putative class action lawsuit, captioned Jennifer Harding, et al. vs. Capitol Federal Savings Bank (Case No. 2022-CV-00598), filed in the Third Judicial District Court, Shawnee County, Kansas against the Bank, alleging the Bank improperly charged overdraft fees on (1) debit card transactions that were authorized for payment on sufficient funds but later settled against a negative account balance (commonly known as "authorize positive purportedly settle negative" or "APPSN" transactions) and (2) merchant re-presentments of previously rejected payment requests. The complaint asserts a breach of contract claim (including breach of an implied covenant of good faith and fair dealing) for each practice and seeks restitution for alleged improper fees, alleged actual damages, costs and disbursements, and injunction relief. On April 5, 2023, the court granted the Bank's motion to dismiss the complaint, with prejudice. The plaintiff has appealed this decision.
Item 1A. Risk Factors
There have been no material changes to our risk factors disclosed in our Annual Report on
Form 10-K
for the fiscal year ended September 30, 2022; however, in light of recent developments with a third-party service provider, the Company is supplementing its risk factors in this Form 10-Q.
One of the Bank's third-party service providers reported experiencing a security breach that resulted in our customers' data being compromised.
During June 2023, a third-party service provider (the "Service Provider") to the Bank confirmed to the Bank that files with personally identifiable information related to Bank customers had been compromised during a security incident experienced by the Service Provider (the "Incident"). The Bank uses the Service Provider to process transactions. The Incident resulted from a zero-day vulnerability in a managed file sharing software called MOVEit. MOVEit is used by thousands of organizations around the world for securely transferring sensitive and confidential information and other data. The vulnerability was exploited in a large-scale, cyber campaign that impacted government agencies, universities, and corporations around the world.
As a result of the Incident, an unauthorized party was able to obtain access to certain Bank customers' data in the Service Provider's possession that contained social security numbers, account numbers, and other personally identifiable information. The Bank confirmed the Service Provider has fixed the vulnerability noted above and the Bank has implemented additional security procedures when sharing files with the Service Provider. When the Bank received notice of the Incident from the Service Provider, the Bank promptly enacted response protocols. The Service Provider has provided appropriate notifications to potentially affected customers. The Bank is working with the Service Provider to identify any others potentially impacted by the Incident. The Bank is not aware of any other third-party incidents related to the MOVEit vulnerability that has affected personally identifiable information associated with Bank customers.
We may incur certain expenses related to the Incident and the Bank remains subject to risks and uncertainties as a result of the Incident, including adverse effects on our business and reputation, litigation risk and additional regulatory scrutiny. We currently believe the Incident will not have a material adverse effect on the Company or the Bank's operations or financial results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
See "Liquidity and Capital Resources - Limitations on Dividends and Other Capital Distributions" in "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" regarding OCC restrictions on dividends from the Bank to the Company.
72
The following table summarizes our stock repurchase activity during the three months ended June 30, 2023 and additional information regarding our stock repurchase program. As of June 30, 2023, the Company had $22.5 million of common stock authorized under its existing stock repurchase plan. There is no expiration for this repurchase plan; however, the Federal Reserve Bank's existing approval for the Company to repurchase shares is through August 2023. Shares may be repurchased from time to time in the open-market or in privately negotiated transactions based upon market conditions and available liquidity.
Total Number of
Approximate Dollar
Total
Shares Purchased as
Value of Shares
Number of
Average
Part of Publicly
that May Yet Be
Shares
Price Paid
Announced Plans
Purchased Under the
Purchased
per Share
or Programs
Plans or Programs
April 1, 2023 through
April 30, 2023
—
$
—
—
$
22,469,207
May 1, 2023 through
May 31, 2023
—
—
—
22,469,207
June 1, 2023 through
June 30, 2023
—
—
—
22,469,207
Total
—
—
—
22,469,207
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits
See Index to Exhibits.
73
INDEX TO EXHIBITS
Exhibit
Number
Document
3(i)
Charter of Capitol Federal Financial, Inc., as filed on May 6, 2010, as Exhibit 3(i) to Capitol Federal Financial, Inc.'s Registration Statement on Form S-1 (File No. 333-166578) and incorporated herein by reference
3(ii)
Bylaws of Capitol Federal Financial, Inc., as amended, filed on March 30, 2020, as Exhibit 3.2 to Form 8-K for Capitol Federal Financial Inc. and incorporated herein by reference
10.1(i)
Form of Change of Control Agreement with each of John B. Dicus, Kent G. Townsend, and Rick C. Jackson filed on January 20, 2011 as Exhibit 10.1 to the Registrant's Current Report on Form 8-K and incorporated herein by reference
10.1(ii)
Form of Change of Control Agreement with Natalie G. Haag filed on November 29, 2012 as Exhibit 10.1(iv) to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.1(iii)
Form of Change of Control Agreement with Robert D. Kobbeman filed on November 29, 2018 as Exhibit 10.1(iv) to the Registrant's Annual Report on Form 10-K and incorporated herein by reference
10.1(iv)
Form of Change of Control Agreement with Anthony S. Barry filed on May 10, 2019 as Exhibit 10.1(vi) to the Registrant's March 31, 2019 Form 10-Q and incorporated herein by reference
10.2
Capitol Federal Financial's 2000 Stock Option and Incentive Plan (the "Stock Option Plan") filed on April 13, 2000 as Appendix A to Capitol Federal Financial's Revised Proxy Statement (File No. 000-25391) and incorporated herein by reference
10.3
Capitol Federal Financial Deferred Incentive Bonus Plan, as amended, filed on May 8, 2020 as Exhibit 10.3 to the Registrant's March 31, 2020 Form 10-Q and incorporated herein by reference
10.4
Form of Incentive Stock Option Agreement under the Stock Option Plan filed on February 4, 2005 as Exhibit 10.5 to the December 31, 2004 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.5
Form of Non-Qualified Stock Option Agreement under the Stock Option Plan filed on February 4, 2005 as Exhibit 10.6 to the December 31, 2004 Form 10-Q for Capitol Federal Financial and incorporated herein by reference
10.6
Description of Director Fee Arrangements filed on November 23, 2022 as Exhibit 10.6 to the Registrant's September 30, 2022 Form 10-K and incorporated herein by reference
10.7
Short-term Performance Plan, as amended, filed on May 8, 2020 as Exhibit 10.7 to the Registrant's March 31, 2020 Form 10-Q and incorporated herein by reference
10.8
Capitol Federal Financial, Inc. 2012 Equity Incentive Plan (the "Equity Incentive Plan") filed on December 22, 2011 as Appendix A to Capitol Federal Financial, Inc.'s Proxy Statement (File No. 001-34814) and incorporated herein by reference
10.9
Form of Incentive Stock Option Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.12 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.10
Form of Non-Qualified Stock Option Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.13 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.11
Form of Stock Appreciation Right Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.14 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
10.12
Form of Restricted Stock Agreement under the Equity Incentive Plan filed on February 6, 2012 as Exhibit 10.15 to the Registrant's December 31, 2011 Form 10-Q and incorporated herein by reference
31.1
Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002 made by John B. Dicus, Chairman, President and Chief Executive Officer
31.2
Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002 made by Kent G. Townsend, Executive Vice President, Chief Financial Officer and Treasurer
32
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 made by John B. Dicus, Chairman, President and Chief Executive Officer, and Kent G. Townsend, Executive Vice President, Chief Financial Officer and Treasurer
74
101
The following information from the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, filed with the Securities and Exchange Commission on August 9, 2023, has been formatted in Inline eXtensible Business Reporting Language ("XBRL"): (i) Consolidated Balance Sheets at June 30, 2023 and September 30, 2022, (ii) Consolidated Statements of Income for the three and nine months ended June 30, 2023 and 2022, (iii) Consolidated Statements of Comprehensive Income for the three and nine months ended June 30, 2023 and 2022, (iv) Consolidated Statements of Stockholders' Equity for the three and nine months ended June 30, 2023 and 2022, (v) Consolidated Statements of Cash Flows for the nine months ended June 30, 2023 and 2022, and (vi) Notes to the Unaudited Consolidated Financial Statements.
104
Cover Page Interactive Data File, formatted in Inline XBRL and included in Exhibit 101
75
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
CAPITOL FEDERAL FINANCIAL, INC.
Date: August 9, 2023
By:
/s/ John B. Dicus
John B. Dicus, Chairman, President and Chief Executive Officer
Date: August 9, 2023
By:
/s/ Kent G. Townsend
Kent G. Townsend, Executive Vice President,
Chief Financial Officer and Treasurer
76