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Watchlist
Account
First Northwest Bancorp
FNWB
#9510
Rank
$82.12 M
Marketcap
๐บ๐ธ
United States
Country
$9.18
Share price
1.10%
Change (1 day)
-10.96%
Change (1 year)
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Annual Reports (10-K)
First Northwest Bancorp
Quarterly Reports (10-Q)
Financial Year FY2019 Q1
First Northwest Bancorp - 10-Q quarterly report FY2019 Q1
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
ý
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2019
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: 001-36741
FIRST NORTHWEST BANCORP
(Exact name of registrant as specified in its charter)
Washington
46-1259100
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer I.D. Number)
105 West 8th Street, Port Angeles, Washington
98362
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code:
(360) 457-0461
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
ý
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
ý
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
x
Non-accelerated filer
¨
Smaller reporting company
x
Emerging growth company
x
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.
ý
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
¨
No
ý
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, par value $0.01 per share
FNWB
The Nasdaq Stock Market LLC
(Title of Class)
(Trading Symbol(s)
(Name of each exchange on which registered)
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of
April 30, 2019
, there were
10,988,181
shares of common stock, $.01 par value per share, outstanding.
FIRST NORTHWEST BANCORP
FORM 10-Q
TABLE OF CONTENTS
PART 1 - FINANCIAL INFORMATION
Page
Item 1 - Financial Statements (Unaudited)
3
Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations
35
Item 3 - Quantitative and Qualitative Disclosures About Market Risk
49
Item 4 - Controls and Procedures
49
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
50
Item 1A - Risk Factors
50
Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds
50
Item 3 - Defaults Upon Senior Securities
50
Item 4 - Mine Safety Disclosures
50
Item 5 - Other Information
50
Item 6 - Exhibits
51
SIGNATURES
52
As used in this report, the terms, “we,” “our,” and “us,” and “Company” refer to First Northwest Bancorp ("First Northwest") and its consolidated subsidiary, unless the context indicates otherwise. When we refer to “First Federal” or the “Bank” in this report, we are referring to First Federal Savings and Loan Association of Port Angeles, the wholly owned subsidiary of First Northwest Bancorp.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
FIRST NORTHWEST BANCORP AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share information) (Unaudited)
ASSETS
March 31, 2019
December 31, 2018
Cash and due from banks
$
14,738
$
15,430
Interest-bearing deposits in banks
12,919
10,893
Investment securities available for sale, at fair value
258,476
262,967
Investment securities held to maturity, at amortized cost
43,024
43,503
Loans held for sale
969
—
Loans receivable (net of allowance for loan losses of $9,759 and $9,533)
883,195
863,852
Federal Home Loan Bank (FHLB) stock, at cost
6,927
6,927
Accrued interest receivable
4,114
4,048
Premises and equipment, net
14,955
15,255
Mortgage servicing rights, net
1,001
1,044
Bank-owned life insurance, net
29,462
29,319
Prepaid expenses and other assets
9,009
5,520
Total assets
$
1,278,789
$
1,258,758
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
$
952,755
$
940,260
Borrowings
135,174
136,552
Accrued interest payable
279
521
Accrued expenses and other liabilities
15,020
8,071
Advances from borrowers for taxes and insurance
2,154
1,090
Total liabilities
1,105,382
1,086,494
Shareholders' Equity
Preferred stock, $0.01 par value, authorized 5,000,000 shares, no shares issued or outstanding
—
—
Common stock, $0.01 par value, authorized 75,000,000 shares; issued and outstanding 10,992,181 shares at March 31, 2019, and 11,170,018 shares at December 31, 2018
110
112
Additional paid-in capital
104,374
105,825
Retained earnings
82,436
81,607
Accumulated other comprehensive loss, net of tax
(3,128
)
(4,731
)
Unearned employee stock ownership plan (ESOP) shares
(10,385
)
(10,549
)
Total shareholders' equity
173,407
172,264
Total liabilities and shareholders' equity
$
1,278,789
$
1,258,758
See selected notes to the consolidated financial statements.
3
FIRST NORTHWEST BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share data) (Unaudited)
Three Months Ended
March 31,
2019
2018
INTEREST INCOME
Interest and fees on loans receivable
$
9,932
$
8,583
Interest on mortgage-backed securities
1,257
1,297
Interest on investment securities
1,010
862
Interest on deposits and other
67
45
FHLB dividends
88
59
Total interest income
12,354
10,846
INTEREST EXPENSE
Deposits
1,924
985
Borrowings
990
889
Total interest expense
2,914
1,874
Net interest income
9,440
8,972
PROVISION FOR LOAN LOSSES
335
310
Net interest income after provision for loan losses
9,105
8,662
NONINTEREST INCOME
Loan and deposit service fees
1,065
893
Mortgage servicing fees, net of amortization
45
62
Net gain on sale of loans
87
167
Net gain on sale of investment securities
—
122
Increase in cash surrender value of bank-owned life insurance
143
149
Other income
71
89
Total noninterest income
1,411
1,482
NONINTEREST EXPENSE
Compensation and benefits
4,573
4,811
Data processing
631
628
Occupancy and equipment
1,108
1,102
Supplies, postage, and telephone
228
231
Regulatory assessments and state taxes
169
126
Advertising
143
324
Professional fees
298
322
FDIC insurance premium
77
76
Other
573
655
Total noninterest expense
7,800
8,275
INCOME BEFORE PROVISION FOR INCOME TAXES
2,716
1,869
PROVISION FOR INCOME TAXES
509
346
NET INCOME
$
2,207
$
1,523
Basic earnings per share
$
0.22
$
0.15
Diluted earnings per share
$
0.22
$
0.14
See selected notes to the consolidated financial statements.
4
FIRST NORTHWEST BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME (LOSS)
(In thousands) (Unaudited)
Three Months Ended
March 31,
2019
2018
NET INCOME
$
2,207
$
1,523
Other comprehensive income (loss), net of tax
Unrealized gain on securities:
Unrealized holding gain (loss), net of tax provision (benef
it) of $427 and $(551), respectively
1,603
(2,078
)
Reclassification adjustment for net loss (gain) on sales of securities realized in income, net of taxes of $0 and $(26), respectively
—
(96
)
Other comprehensive income (loss), net of tax
1,603
(2,174
)
COMPREHENSIVE INCOME (LOSS)
$
3,810
$
(651
)
See selected notes to the consolidated financial statements.
5
FIRST NORTHWEST BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
For the
Three Months Ended
March 31, 2019
and
2018
(Dollars in thousands, except share information) (Unaudited)
Common Stock
Additional Paid-in Capital
Retained Earnings
Unearned ESOP Shares
Accumulated Other Comprehensive (Loss) Income, Net of Tax
Total Shareholders' Equity
Shares
Amount
BALANCE, December 31, 2017
11,785,507
$
118
$
111,106
$
78,602
$
(11,208
)
$
(1,573
)
$
177,045
Net income
1,523
1,523
Common stock repurchased
(208,113
)
(2
)
(2,080
)
(1,303
)
(3,385
)
Other comprehensive loss, net of tax
(2,174
)
(2,174
)
Share-based compensation
273
273
ESOP shares committed to be released
55
165
220
BALANCE, March 31, 2018
11,577,394
$
116
$
109,354
$
78,822
$
(11,043
)
$
(3,747
)
$
173,502
BALANCE, December 31, 2018
11,170,018
$
112
$
105,825
$
81,607
$
(10,549
)
$
(4,731
)
$
172,264
Net income
2,207
2,207
Common stock repurchased
(177,837
)
(2
)
(1,777
)
(1,047
)
(2,826
)
Other comprehensive income, net of tax
1,603
1,603
Share-based compensation
283
283
ESOP shares committed to be released
43
164
207
Cash dividends declared and paid ($0.03 per share)
(331
)
(331
)
BALANCE, March 31, 2019
10,992,181
$
110
$
104,374
$
82,436
$
(10,385
)
$
(3,128
)
$
173,407
See selected notes to the consolidated financial statements.
6
FIRST NORTHWEST BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)
Three Months Ended March 31,
2019
2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net income
$
2,207
$
1,523
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization
333
332
Amortization and accretion of premiums and discounts on investments, net
458
496
Amortization (accretion) of deferred loan fees, net
167
(49
)
Amortization of mortgage servicing rights, net
66
47
Additions to mortgage servicing rights, net
(20
)
(56
)
Net (decrease) increase on the valuation allowance on mortgage servicing rights
(3
)
—
Provision for loan losses
335
310
Allocation of ESOP shares
207
220
Share-based compensation
283
273
Gain on sale of loans, net
(87
)
(167
)
Gain on sale of securities available for sale, net
—
(122
)
Increase in cash surrender value of life insurance, net
(143
)
(149
)
Origination of loans held for sale
(4,420
)
(5,640
)
Proceeds from loans held for sale
3,538
6,595
Change in assets and liabilities:
(Increase) decrease in accrued interest receivable
(66
)
104
Increase in prepaid expenses and other assets
(3,916
)
(467
)
Decrease in accrued interest payable
(242
)
(115
)
Increase in accrued expenses and other liabilities
6,949
2,243
Net cash from operating activities
5,646
5,378
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of securities available for sale
—
(12,935
)
Proceeds from maturities, calls, and principal repayments of securities available for sale
6,108
9,077
Proceeds from sales of securities available for sale
—
32,859
Proceeds from maturities, calls, and principal repayments of securities held to maturity
434
2,315
Redemption of FHLB stock
—
634
Proceeds from sale of real estate owned and repossessed assets
—
31
Net increase in loans receivable
(19,845
)
(20,012
)
Purchase of premises and equipment, net
(33
)
(954
)
Net cash from investing activities
(13,336
)
11,015
See selected notes to the consolidated financial statements.
7
FIRST NORTHWEST BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)
Three Months Ended March 31,
2019
2018
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits
$
12,495
$
(4,410
)
Net decrease in FHLB short-term advances
(1,378
)
(21,151
)
Net increase in advances from borrowers for taxes and insurance
1,064
902
Dividends paid
(331
)
—
Repurchase of common stock
(2,826
)
(3,385
)
Net cash from financing activities
9,024
(28,044
)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
1,334
(11,651
)
CASH AND CASH EQUIVALENTS, beginning of period
26,323
36,801
CASH AND CASH EQUIVALENTS, end of period
$
27,657
$
25,150
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the year for:
Interest on deposits and borrowings
$
3,156
$
1,989
NONCASH INVESTING ACTIVITIES
Unrealized gain (loss) on securities available for sale
$
2,030
$
(2,751
)
Loans transferred to real estate owned and repossessed assets, net of deferred loan fees and allowance for loan losses
$
74
$
34
See selected notes to the consolidated financial statements.
8
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Basis of Presentation and Critical Accounting Policies
Organization and Nature of business
- First Northwest Bancorp, a Washington corporation, became the holding company of First Federal Savings and Loan Association of Port Angeles on January 29, 2015, upon completion of the Bank's conversion from a mutual to stock form of organization (the "Conversion"). In connection with the Conversion, the Company issued an aggregate of
12,167,000
shares of common stock at an offering price of
$10.00
per share for gross proceeds of
$121.7 million
. An additional
933,360
shares of Company common stock and
$400,000
in cash were contributed to the First Federal Community Foundation ("Foundation"), a charitable foundation that was established in connection with the Conversion, resulting in the issuance of a total of
13,100,360
shares. The Company received
$117.6 million
in net proceeds from the stock offering of which
$58.4 million
were contributed to the Bank upon Conversion.
Pursuant to the Bank's Plan of Conversion (the "Plan") adopted by its Board of Directors, and as approved by its members, the Company established an employee stock ownership plan ("ESOP"). On December 18, 2015, the ESOP completed its open market purchases, with funds borrowed from the Company, of
8%
of the common stock issued in the Conversion for a total of
1,048,029
shares.
First Northwest's business activities generally are limited to passive investment activities and oversight of its investment in First Federal. Accordingly, the information set forth in this report, including the consolidated unaudited financial statements and related data, relates primarily to the Bank.
The Bank is a community-oriented financial institution providing commercial and consumer banking services to individuals and businesses in Western Washington State with offices in Clallam, Jefferson, Kitsap, and Whatcom counties. These services include deposit and lending transactions that are supplemented with borrowing and investing activities.
Basis of presentation
- The accompanying unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by U.S. Generally Accepted Accounting Principles ("GAAP") for complete financial statements. These unaudited interim consolidated financial statements should be read in conjunction with our audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended
December 31, 2018
. In our opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of the consolidated financial statements in accordance with GAAP have been included. The Company changed its fiscal year from June 30 to December 31 effective December 31, 2017. Operating results for the
three months ended
March 31, 2019
, are not necessarily indicative of the results that may be expected for future periods.
In preparing the unaudited interim consolidated financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to a determination of the allowance for loan losses ("ALLL"), fair value of financial instruments, and deferred tax assets and liabilities.
Principles of consolidation
- The accompanying consolidated financial statements include the accounts of First Northwest Bancorp and its wholly owned subsidiary, First Federal. All material intercompany accounts and transactions have been eliminated in consolidation.
Subsequent Events
- The Company has evaluated subsequent events for potential recognition and disclosure and determined there are no such events or transactions requiring recognition or disclosure.
Recently adopted accounting pronouncements
In February 2016, the FASB issued ASU No. 2016-02,
Leases
. ASU 2016-02 is intended to increase transparency and comparability among organizations by requiring the recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. The ASU requires a lessee to recognize on the balance sheet assets
9
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. Unlike current GAAP, which requires that only capital leases be recognized on the balance sheet, the ASC requires that both types of leases by recognized on the balance sheet. For public companies, this update is effective for interim and annual periods beginning after December 15, 2018. The adoption of ASU No. 2016-02 effective January 1, 2019 resulted in a right-of-use asset and corresponding lease obligation liability of
$3,919,000
. The Corporation chose the effective date as the date of initial application. Consequently, prior period financial information has not been updated or restated. The right-of-use asset is included in other assets and the lease obligation liability is included in other liabilities on the
March 31, 2019
, consolidated balance sheet.
In August 2017, FASB issued ASU No. 2017-12,
Derivatives and Hedging (Topic 815).
This ASU was issued to provide investors better insight to an entity’s risk management hedging strategies by permitting companies to recognize the economic results of its hedging strategies in its financial statements. The amendments in this ASU permit hedge accounting for hedging relationships involving non-financial risk and interest rate risk by removing certain limitations in cash flow and fair value hedging relationships. In addition, the ASU requires an entity to present the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is reported. This ASU is effective for fiscal years beginning after December 15, 2018, and early adoption is permitted. Adoption of ASU 2017-12 did not have a material impact on the Company’s consolidated financial statements.
In June 2018, FASB issued ASU No. 2018-07,
Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting
. These amendments provide specific guidance for transactions for acquiring goods and services from nonemployees and specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (i) financing to the issuer or (ii) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606,
Revenue from Contracts with Customers
. This guidance is effective for fiscal years beginning after December 15, 2018, and interim periods beginning after December 15, 2020. Early adoption is permitted but not earlier than the adoption of Topic 606. Adoption of this ASU did not have a material effect on the Company's consolidated financial statements as it has not historically issued share-based payments in exchange for goods or services to be consumed within its operations.
In July 2018, FASB issued ASU No. 2018-09,
Codification Improvements
. These amendments provide clarifications and corrections to certain ASC subtopics including the following: 220-10 (Income Statement - Reporting Comprehensive Income - Overall), 470-50 (Debt - Modifications and Extinguishments), 480-10 (Distinguishing Liabilities from Equity - Overall), 718-740 (Compensation - Stock Compensation - Income Taxes), 805-740 (Business Combinations - Income Taxes), 815-10 (Derivatives and Hedging - Overall), and 820-10 (Fair Value Measurement - Overall). Some of the amendments in ASU 2018-09 do not require transition guidance and will be effective upon issuance; however, many of the amendments do have transition guidance with effective dates for annual periods beginning after December 15, 2018. Adoption of ASU 2018-09 did not have a material impact on the Company's consolidated financial statements.
In October 2018, the FASB issued ASU No. 2018-16
Derivatives and Hedging (Topic 815), Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes
. The amendments in this ASU permit use of the OIS rate based on SOFR as a U.S. benchmark interest rate for hedge accounting purposes under Topic 815 in addition to the interest rates on direct Treasury obligations of the U.S. government, the London Interbank Offered Rate (LIBOR) swap rate, the Overnight Index Swap (OIS) Rate based on the Fed Funds Effective Rate and the Securities Industry and Financial Markets Association (SIFMA) Municipal Swap Rate. The amendments in this ASU are required to be adopted concurrently with the amendments in ASU 2017-12. For public companies, this would be for fiscal years, and interim periods within those fiscal years beginning after December 15, 2018. Adoption of ASU 2018-16 did not have a material impact on the Company's consolidated financial statements.
10
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Recently adopted regulatory rule
In August 2018, the Securities and Exchange Commission issued a final rule that amends certain of its disclosure requirements. The rule simplifies various disclosure requirements for public companies including primarily that it (i) eliminates the requirement for public companies to disclose in their filings a schedule of earnings to fixed charges, (ii) requires an analysis of changes in stockholders’ equity for the current and comparative year-to-date interim periods in interim reports, and (iii) reduces the requirements for market price information disclosures in annual reports. These changes are effective for public companies beginning on November 5, 2018. The Company will be complying with these new requirements beginning with the Quarterly Report for the period ended March 31, 2019, on Form 10-Q.
Recently issued accounting pronouncements
In June 2016, the FASB issued ASU No. 2016-13,
Financial Instruments - Credit Loss
, which updates the guidance on recognition and measurement of credit losses for financial assets. The new requirements, known as the current expected credit loss model (CECL) will require entities to adopt an impairment model based on expected losses rather than incurred losses. ASU No. 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Upon adoption, the Company will change processes and procedures to calculate the allowance for loan losses, including changes in assumptions and estimates to consider expected credit losses over the life of the loan versus the current accounting practice that utilizes the incurred loss model. In addition, the current accounting policy and procedures for other-than-temporary impairment on investment securities available for sale will be replaced with an allowance approach. At this time, we cannot reasonably estimate the impact the implementation of this ASU will have on the Company's consolidated financial statements. The Company's internal project management team continues to review models, work with our third-party vendor, and discuss changes to processes and procedures to ensure the Company is fully compliant with the amendments at the adoption date.
In August 2018, FASB issued ASU No. 2018-13,
Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement
which removes, modifies, and adds certain disclosure requirements related to fair value measurements in ASC 820. This guidance eliminates certain disclosure requirements for fair value measurements: the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, an entity’s policy for the timing of transfers between levels of the fair value hierarchy and an entity’s valuation processes for Level 3 fair value measurements. This guidance also adds new disclosure requirements for public entities: changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements of instruments held at the end of the reporting period, and the range and weighted average of significant unobservable inputs used to develop recurring and nonrecurring Level 3 fair value measurements, including how the weighted average is calculated. Furthermore, this guidance modifies certain requirements which will involve disclosing: transfers into and out of Level 3 of the fair value hierarchy, purchases and issuances of Level 3 assets and liabilities, and information about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. This guidance is effective for public companies in fiscal years beginning after December 15, 2019, with early adoption permitted. This ASU is not expected to have a material impact on the Company's consolidated financial statements.
In August 2018, FASB issued ASU No. 2018-15
Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract
to provide guidance on implementation costs incurred in a cloud computing arrangement that is a service contract. The ASU aligns the accounting for such costs with the guidance on capitalizing costs associated with developing or obtaining internal-use software. Specifically, the ASU amends ASC 350 to include in its scope implementation costs of such arrangements that are service contracts and clarifies that a customer should apply ASC 350-40 to determine which implementation costs should be capitalized. This ASU, which is effective for fiscal years beginning after December 15, 2019, is not expected to have a material impact on the Company’s financial statements.
Reclassifications
- Certain amounts in the unaudited interim consolidated financial statements for prior periods have been reclassified to conform to the current unaudited financial statement presentation with no effect on net income or shareholders' equity.
11
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 2
- Securities
The amortized cost, gross unrealized gains and losses, and estimated fair value of securities classified as available-for-sale and held-to-maturity at
March 31, 2019
, are summarized as follows:
Amortized Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
(In thousands)
Available for Sale
Municipal bonds
$
882
$
31
$
(1
)
$
912
U.S. government agency issued asset-backed securities (ABS agency)
26,066
—
(347
)
25,719
Corporate issued asset-backed securities (ABS corporate)
37,888
—
(814
)
37,074
Corporate issued debt securities (Corporate debt)
9,986
—
(492
)
9,494
U.S. Small Business Administration securities (SBA)
33,553
60
(217
)
33,396
Mortgage-backed securities:
U.S. government agency issued mortgage-backed securities (MBS agency)
143,520
140
(2,133
)
141,527
Corporate issued mortgage-backed securities (MBS corporate)
10,568
—
(214
)
10,354
Total securities available for sale
$
262,463
$
231
$
(4,218
)
$
258,476
Held to Maturity
Municipal bonds
$
11,850
$
70
$
—
$
11,920
SBA
149
—
(1
)
148
Mortgage-backed securities:
MBS agency
31,025
43
(586
)
30,482
Total securities held to maturity
$
43,024
$
113
$
(587
)
$
42,550
12
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The amortized cost, gross unrealized gains and losses, and estimated fair value of securities classified as available-for-sale and held-to-maturity at
December 31, 2018
, are summarized as follows:
Amortized Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
(In thousands)
Available for Sale
Municipal bonds
$
882
$
—
$
(13
)
$
869
ABS agency
26,125
—
(373
)
25,752
ABS corporate
37,897
—
(1,174
)
36,723
Corporate debt
9,986
98
(196
)
9,888
SBA
35,936
23
(289
)
35,670
Mortgage-backed securities:
MBS agency
147,205
12
(3,762
)
143,455
MBS corporate
10,953
—
(343
)
10,610
Total securities available for sale
$
268,984
$
133
$
(6,150
)
$
262,967
Held to Maturity
Municipal bonds
$
11,919
$
43
$
—
$
11,962
SBA
302
—
(1
)
301
Mortgage-backed securities:
MBS agency
31,282
40
(595
)
30,727
Total securities held to maturity
$
43,503
$
83
$
(596
)
$
42,990
The following shows the unrealized gross losses and fair value of the investment portfolio by length of time that individual securities in each category have been in a continuous loss position as of
March 31, 2019
:
Less Than Twelve Months
Twelve Months or Longer
Total
Gross Unrealized Losses
Fair Value
Gross Unrealized Losses
Fair Value
Gross Unrealized Losses
Fair Value
(In thousands)
Available for Sale
Municipal bonds
$
—
$
—
$
(1
)
$
114
$
(1
)
$
114
ABS agency
(56
)
14,643
(291
)
11,076
(347
)
25,719
ABS corporate
(365
)
14,731
(449
)
22,343
(814
)
37,074
Corporate debt
(161
)
4,839
(331
)
4,655
(492
)
9,494
SBA
(20
)
4,855
(197
)
12,242
(217
)
17,097
Mortgage-backed securities:
MBS agency
—
—
(2,133
)
112,999
(2,133
)
112,999
MBS corporate
—
—
(214
)
10,354
(214
)
10,354
Total available for sale
$
(602
)
$
39,068
$
(3,616
)
$
173,783
$
(4,218
)
$
212,851
Held to Maturity
Municipal bonds
$
—
$
—
$
—
$
—
$
—
$
—
SBA
—
—
(1
)
148
(1
)
148
Mortgage-backed securities:
MBS agency
—
—
(586
)
23,671
(586
)
23,671
Total held to maturity
$
—
$
—
$
(587
)
$
23,819
$
(587
)
$
23,819
13
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following shows the unrealized gross losses and fair value of the investment portfolio by length of time that individual securities in each category have been in a continuous loss position as of
December 31, 2018
:
Less Than Twelve Months
Twelve Months or Longer
Total
Gross Unrealized Losses
Fair Value
Gross Unrealized Losses
Fair Value
Gross Unrealized Losses
Fair Value
(In thousands)
Available for Sale
Municipal bonds
$
(8
)
$
757
$
(5
)
$
110
$
(13
)
$
867
ABS agency
(302
)
23,286
(71
)
2,466
(373
)
25,752
ABS corporate
(571
)
14,527
(603
)
22,196
(1,174
)
36,723
Corporate debt
—
—
(196
)
4,791
(196
)
4,791
SBA
(44
)
13,400
(245
)
13,089
(289
)
26,489
Mortgage-backed securities:
MBS agency
(28
)
17,996
(3,734
)
120,617
(3,762
)
138,613
MBS corporate
—
—
(343
)
10,610
(343
)
10,610
Total available for sale
$
(953
)
$
69,966
$
(5,197
)
$
173,879
$
(6,150
)
$
243,845
Held to Maturity
SBA
$
(1
)
$
—
$
—
$
301
$
(1
)
$
301
Mortgage-backed securities:
MBS agency
(70
)
6,241
(525
)
18,073
(595
)
24,314
Total held to maturity
$
(71
)
$
6,241
$
(525
)
$
18,374
$
(596
)
$
24,615
The Company may hold certain investment securities in an unrealized loss position that are not considered other than temporarily impaired ("OTTI"). At
March 31, 2019
and
December 31, 2018
, there were
59
and
69
investment securities in an unrealized loss position, respectively.
We believe that the unrealized losses on our investment securities relate principally to the general change in interest rates and market demand, and not credit quality, that has occurred since the initial purchase, and such unrecognized losses or gains will continue to vary with general interest rate level fluctuations in the future. Certain investments in a loss position are guaranteed by government entities or government sponsored entities. The Company does not intend to sell the securities in an unrealized loss position and believes it is not likely it will be required to sell these investments prior to a market price recovery or maturity.
There were
no
OTTI losses during the
three months ended
March 31, 2019
and
2018
.
14
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The amortized cost and estimated fair value of investment securities by contractual maturity are shown in the following tables at the dates indicated. Expected maturities of mortgage-backed securities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties; therefore, these securities are shown separately.
March 31, 2019
Available-for-Sale
Held-to-Maturity
Amortized Cost
Estimated Fair Value
Amortized Cost
Estimated Fair Value
(In thousands)
Mortgage-backed securities:
Due within one year
$
—
$
—
$
—
$
—
Due after one through five years
7,163
7,121
499
498
Due after five through ten years
11,611
11,526
1,898
1,861
Due after ten years
135,314
133,234
28,628
28,123
Total mortgage-backed securities
154,088
151,881
31,025
30,482
All other investment securities:
Due within one year
—
—
—
—
Due after one through five years
—
—
731
745
Due after five through ten years
18,463
17,906
6,538
6,583
Due after ten years
89,912
88,689
4,730
4,740
Total all other investment securities
108,375
106,595
11,999
12,068
Total investment securities
$
262,463
$
258,476
$
43,024
$
42,550
December 31, 2018
Available-for-Sale
Held-to-Maturity
Amortized Cost
Estimated Fair Value
Amortized Cost
Estimated Fair Value
(In thousands)
Mortgage-backed securities:
Due within one year
$
—
$
—
$
—
$
—
Due after one through five years
7,204
7,089
578
569
Due after five through ten years
11,862
11,637
2,035
1,978
Due after ten years
139,092
135,339
28,669
28,180
Total mortgage-backed securities
158,158
154,065
31,282
30,727
All other investment securities:
Due within one year
—
—
—
—
Due after one through five years
—
—
734
741
Due after five through ten years
19,564
19,362
6,728
6,743
Due after ten years
91,262
89,540
4,759
4,779
Total all other investment securities
110,826
108,902
12,221
12,263
Total investment securities
$
268,984
$
262,967
$
43,503
$
42,990
15
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Sales of securities available-for-sale for the periods shown are summarized as follows:
Three Months Ended March 31,
2019
2018
(In thousands)
Proceeds from sales
$
—
$
32,859
Gross realized gains
—
164
Gross realized losses
—
(42
)
Note 3 - Loans Receivable
Loans receivable consisted of the following at the dates indicated:
March 31, 2019
December 31, 2018
(In thousands)
Real Estate:
One-to-four family
$
338,669
$
336,178
Multi-family
81,576
82,331
Commercial real estate
250,521
253,235
Construction and land
63,536
54,102
Total real estate loans
734,302
725,846
Consumer:
Home equity
37,058
37,629
Auto and other consumer
99,070
87,357
Total consumer loans
136,128
124,986
Commercial business loans
18,496
18,898
Total loans
888,926
869,730
Less:
Net deferred loan fees
285
299
Premium on purchased loans, net
(4,313
)
(3,954
)
Allowance for loan losses
9,759
9,533
Total loans receivable, net
$
883,195
$
863,852
Allowance for Loan Losses.
The Company maintains a general allowance for loan losses based on evaluating known and inherent risks in the loan portfolio, including management’s continuing analysis of the factors underlying the quality of the loan portfolio. These factors include changes in the size and composition of the loan portfolio, actual loan loss experience, and current and anticipated economic conditions. The reserve is an estimate based upon factors and trends identified by management at the time the financial statements are prepared.
16
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following tables summarize changes in the ALLL and loan portfolio by segment and impairment method for the periods shown:
At or For the Three Months Ended March 31, 2019
One-to-
four family
Multi-family
Commercial
real estate
Construction
and land
Home
equity
Auto and other
consumer
Commercial
business
Unallocated
Total
(In thousands)
ALLL:
Beginning balance
$
3,297
$
762
$
2,289
$
585
$
480
$
1,611
$
334
$
175
$
9,533
Provision for loan losses
142
7
48
115
(14
)
177
(141
)
1
335
Charge-offs
—
—
—
—
—
(186
)
(4
)
—
(190
)
Recoveries
2
—
—
—
1
76
2
—
81
Ending balance
$
3,441
$
769
$
2,337
$
700
$
467
$
1,678
$
191
$
176
$
9,759
At March 31, 2019
One-to-
four family
Multi-family
Commercial
real estate
Construction
and land
Home
equity
Auto and other
consumer
Commercial
business
Unallocated
Total
(In thousands)
Total ALLL
$
3,441
$
769
$
2,337
$
700
$
467
$
1,678
$
191
$
176
$
9,759
General reserve
3,403
768
2,328
699
463
1,624
184
176
9,645
Specific reserve
38
1
9
1
4
54
7
—
114
Total loans
$
338,669
$
81,576
$
250,521
$
63,536
$
37,058
$
99,070
$
18,496
$
—
$
888,926
Loans collectively evaluated
(1)
335,525
81,466
248,568
63,467
36,450
98,852
18,191
—
882,519
Loans individually evaluated
(2)
3,144
110
1,953
69
608
218
305
—
6,407
(1)
Loans collectively evaluated for general reserves.
(2)
Loans individually evaluated for specific reserves.
At or For the Three Months Ended March 31, 2018
One-to-
four family
Multi-family
Commercial
real estate
Construction
and land
Home
equity
Auto and other
consumer
Commercial
business
Unallocated
Total
ALLL:
(In thousands)
Beginning balance
$
3,061
$
648
$
1,847
$
648
$
787
$
712
$
265
$
792
$
8,760
Provision for loan losses
105
(1
)
206
31
(51
)
331
444
(755
)
310
Charge-offs
—
—
—
—
—
(123
)
—
—
(123
)
Recoveries
1
—
—
—
8
28
—
—
37
Ending balance
$
3,167
$
647
$
2,053
$
679
$
744
$
948
$
709
$
37
$
8,984
17
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
At December 31, 2018
One-to-
four family
Multi-family
Commercial
real estate
Construction
and land
Home
equity
Auto and other
consumer
Commercial
business
Unallocated
Total
(In thousands)
Total ALLL
$
3,297
$
762
$
2,289
$
585
$
480
$
1,611
$
334
$
175
$
9,533
General reserve
3,262
761
2,281
584
474
1,552
168
175
9,257
Specific reserve
35
1
8
1
6
59
166
—
276
Total loans
$
336,178
$
82,331
$
253,235
$
54,102
$
37,629
$
87,357
$
18,898
$
—
$
869,730
Loans collectively evaluated
(1)
333,062
82,221
251,263
54,058
37,002
87,113
18,453
—
863,172
Loans individually evaluated
(2)
3,116
110
1,972
44
627
244
445
—
6,558
(1)
Loans collectively evaluated for general reserves.
(2)
Loans individually evaluated for specific reserves.
Impaired loans.
A loan is considered impaired when First Federal has determined that it may be unable to collect payments of principal or interest when due under the contractual terms of the loan. In the process of identifying loans as impaired, management takes into consideration factors that include payment history and status, collateral value, financial condition of the borrower, and the probability of collecting scheduled payments in the future. Minor payment delays and insignificant payment shortfalls typically do not result in a loan being classified as impaired. The significance of payment delays and shortfalls is considered by management on a case-by-case basis after taking into consideration the totality of circumstances surrounding the loans and the borrowers, including payment history and amounts of any payment shortfall, length and reason for delay, and likelihood of return to stable performance. Impairment is measured on a loan-by-loan basis for all loans in the portfolio except smaller balance homogeneous loans and certain qualifying troubled debt restructuring ("TDR") loans.
18
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table presents a summary of loans individually evaluated for impairment by portfolio segment at the dates indicated:
March 31, 2019
December 31, 2018
Recorded Investment
Unpaid Principal Balance
Related Allowance
Recorded Investment
Unpaid Principal Balance
Related Allowance
(In thousands)
With no allowance recorded:
One-to-four family
$
303
$
336
$
—
$
306
$
339
$
—
Commercial real estate
1,292
1,360
—
1,308
1,374
—
Construction and land
—
1
—
—
1
—
Home equity
323
469
—
330
478
—
Auto and other consumer
—
306
—
—
276
—
Commercial business
—
—
—
—
3
—
Total
1,918
2,472
—
1,944
2,471
—
With an allowance recorded:
One-to-four family
2,841
3,112
38
2,810
3,085
35
Multi-family
110
110
1
110
110
1
Commercial real estate
661
661
9
664
663
8
Construction and land
69
101
1
44
71
1
Home equity
285
353
4
297
364
6
Auto and other consumer
218
218
54
244
244
59
Commercial business
305
305
7
445
445
166
Total
4,489
4,860
114
4,614
4,982
276
Total impaired loans:
One-to-four family
3,144
3,448
38
3,116
3,424
35
Multi-family
110
110
1
110
110
1
Commercial real estate
1,953
2,021
9
1,972
2,037
8
Construction and land
69
102
1
44
72
1
Home equity
608
822
4
627
842
6
Auto and other consumer
218
524
54
244
520
59
Commercial business
305
305
7
445
448
166
Total
$
6,407
$
7,332
$
114
$
6,558
$
7,453
$
276
19
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table presents the average recorded investment in loans individually evaluated for impairment and the related interest income recognized for the periods shown:
Three Months Ended
Three Months Ended
March 31, 2019
March 31, 2018
Average Recorded Investment
Interest Income Recognized
Average Recorded Investment
Interest Income Recognized
(In thousands)
With no allowance recorded:
One-to-four family
$
304
$
5
$
408
$
8
Commercial real estate
1,296
12
2,389
27
Construction and land
—
—
2,487
68
Home equity
324
10
361
4
Auto and other consumer
—
7
—
5
Total
1,924
34
5,645
112
With an allowance recorded:
One-to-four family
2,831
68
3,381
66
Multi-family
110
1
114
1
Commercial real estate
663
7
795
10
Construction and land
53
2
51
3
Home equity
300
7
286
6
Auto and other consumer
263
7
101
2
Commercial business
328
5
675
3
Total
4,548
97
5,403
91
Total impaired loans:
One-to-four family
3,135
73
3,789
74
Multi-family
110
1
114
1
Commercial real estate
1,959
19
3,184
37
Construction and land
53
2
2,538
71
Home equity
624
17
647
10
Auto and other consumer
263
14
101
7
Commercial business
328
5
675
3
Total
$
6,472
$
131
$
11,048
$
203
Interest income recognized on a cash basis on impaired loans for the
three months ended
March 31, 2019
and
2018
, was
$92,000
and
$166,000
, respectively.
20
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table presents the recorded investment in nonaccrual loans by class of loan at the dates indicated:
March 31, 2019
December 31, 2018
(In thousands)
One-to-four family
$
803
$
759
Commercial real estate
129
133
Construction and land
69
44
Home equity
352
369
Auto and other consumer
218
245
Commercial business
35
173
Total nonaccrual loans
$
1,606
$
1,723
Past due loans.
Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. There were
no
loans past due 90 days or more and still accruing interest at
March 31, 2019
and
December 31, 2018
.
The following table presents past due loans, net of partial loan charge-offs, by class, as of
March 31, 2019
:
30-59 Days
Past Due
60-89 Days
Past Due
90 Days or More
Past Due
Total
Past Due
Current
Total Loans
(In thousands)
Real Estate:
One-to-four family
$
625
$
50
$
100
$
775
$
337,894
$
338,669
Multi-family
—
—
—
—
81,576
81,576
Commercial real estate
—
—
—
—
250,521
250,521
Construction and land
48
—
66
114
63,422
63,536
Total real estate loans
673
50
166
889
733,413
734,302
Consumer:
Home equity
149
—
—
149
36,909
37,058
Auto and other consumer
578
230
11
819
98,251
99,070
Total consumer loans
727
230
11
968
135,160
136,128
Commercial business loans
—
—
35
35
18,461
18,496
Total loans
$
1,400
$
280
$
212
$
1,892
$
887,034
$
888,926
21
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table presents past due loans, net of partial loan charge-offs, by class, as of
December 31, 2018
:
30-59 Days
Past Due
60-89 Days
Past Due
90 Days or More
Past Due
Total
Past Due
Current
Total Loans
(In thousands)
Real Estate:
One-to-four family
$
289
$
176
$
164
$
629
$
335,549
$
336,178
Multi-family
—
—
—
—
82,331
82,331
Commercial real estate
—
—
—
—
253,235
253,235
Construction and land
35
14
31
80
54,022
54,102
Total real estate loans
324
190
195
709
725,137
725,846
Consumer:
Home equity
97
30
9
136
37,493
37,629
Auto and other consumer
471
92
—
563
86,794
87,357
Total consumer loans
568
122
9
699
124,287
124,986
Commercial business loans
923
—
—
923
17,975
18,898
Total loans
$
1,815
$
312
$
204
$
2,331
$
867,399
$
869,730
Credit quality indicator.
Federal regulations provide for the classification of lower quality loans and other assets, such as debt and equity securities, as substandard, doubtful, or loss; risk ratings 6, 7, and 8 in our 8-point risk rating system, respectively. An asset is considered substandard if it is inadequately protected by the current net worth and pay capacity of the borrower or of any collateral pledged. Substandard assets include those characterized by the distinct possibility that First Federal will sustain some loss if the deficiencies are not corrected. Assets classified as doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses present make collection or liquidation in full highly questionable and improbable, on the basis of currently existing facts, conditions, and values. Assets classified as loss are those considered uncollectible and of such little value that their continuance as assets without the establishment of a specific loss reserve is not warranted.
When First Federal classifies problem assets as either substandard or doubtful, it may establish a specific allowance to address the risk specifically or allow the loss to be addressed in the general allowance. General allowances represent loss allowances that have been established to recognize the inherent risk associated with lending activities but that, unlike specific allowances, have not been specifically allocated to particular problem assets. When an insured institution classifies problem assets as a loss, it is required to charge off such assets in the period in which they are deemed uncollectible. Assets that do not currently expose First Federal to sufficient risk to warrant classification as substandard or doubtful but do possess identified weaknesses are designated as either watch or special mention assets; risk ratings 4 and 5 in our risk rating system, respectively. Loans not otherwise classified are considered pass graded loans and are rated 1-3 in our risk rating system.
Additionally, First Federal categorizes loans as performing or nonperforming based on payment activity. Loans that are more than 90 days past due and nonaccrual loans are considered nonperforming.
22
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table represents the internally assigned grade as of
March 31, 2019
, by class of loans:
Pass
Watch
Special Mention
Substandard
Total
(In thousands)
Real Estate:
One-to-four family
$
332,957
$
3,779
$
666
$
1,267
$
338,669
Multi-family
77,470
3,996
110
—
81,576
Commercial real estate
236,666
9,630
2,872
1,353
250,521
Construction and land
63,116
351
—
69
63,536
Total real estate loans
710,209
17,756
3,648
2,689
734,302
Consumer:
Home equity
35,955
540
82
481
37,058
Auto and other consumer
96,928
1,571
319
252
99,070
Total consumer loans
132,883
2,111
401
733
136,128
Commercial business loans
15,669
1,096
1,696
35
18,496
Total loans
$
858,761
$
20,963
$
5,745
$
3,457
$
888,926
The following table represents the internally assigned grade as of
December 31, 2018
, by class of loans:
Pass
Watch
Special Mention
Substandard
Total
(In thousands)
Real Estate:
One-to-four family
$
330,476
$
3,767
$
957
$
978
$
336,178
Multi-family
82,221
—
110
—
82,331
Commercial real estate
244,919
6,281
663
1,372
253,235
Construction and land
51,480
2,578
—
44
54,102
Total real estate loans
709,096
12,626
1,730
2,394
725,846
Consumer:
Home equity
36,559
465
123
482
37,629
Auto and other consumer
85,579
1,310
151
317
87,357
Total consumer loans
122,138
1,775
274
799
124,986
Commercial business loans
16,520
1,733
472
173
18,898
Total loans
$
847,754
$
16,134
$
2,476
$
3,366
$
869,730
23
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table represents the credit risk profile based on payment activity as of
March 31, 2019
, by class of loans:
Nonperforming
Performing
Total
(In thousands)
Real Estate:
One-to-four family
$
803
$
337,866
$
338,669
Multi-family
—
81,576
81,576
Commercial real estate
129
250,392
250,521
Construction and land
69
63,467
63,536
Consumer:
Home equity
352
36,706
37,058
Auto and other consumer
218
98,852
99,070
Commercial business
35
18,461
18,496
Total loans
$
1,606
$
887,320
$
888,926
The following table represents the credit risk profile based on payment activity as of
December 31, 2018
, by class of loans:
Nonperforming
Performing
Total
(In thousands)
Real Estate:
One-to-four family
$
759
$
335,419
$
336,178
Multi-family
—
82,331
82,331
Commercial real estate
133
253,102
253,235
Construction and land
44
54,058
54,102
Consumer:
Home equity
369
37,260
37,629
Auto and other consumer
245
87,112
87,357
Commercial business
173
18,725
18,898
Total loans
$
1,723
$
868,007
$
869,730
Troubled debt restructuring.
A TDR is a loan to a borrower who is experiencing financial difficulty that has been modified from its original terms and conditions in such a way that First Federal is granting the borrower a concession of some kind. First Federal has granted a variety of concessions to borrowers in the form of loan modifications. The modifications are generally related to the loan's interest rate, term and payment amount or a combination thereof.
Upon identifying a receivable as a TDR loan, First Federal classifies the loan as impaired for purposes of determining the allowance for loan losses. This requires the loan to initially be evaluated individually for impairment, generally based on the expected cash flows under the new terms discounted at the loan’s original effective interest rates. For TDR loans that subsequently default, the method of determining impairment is generally the fair value of the collateral less estimated selling costs.
TDR loans may be upgraded in their classification and placed on accrual status once there is a sustained period of repayment performance, usually six months or longer, and there is a reasonable assurance that repayment will continue. First Federal allows reclassification of a troubled debt restructuring back into the general loan pool (as a non-troubled debt restructuring) if the borrower is able to refinance the loan at then-current market rates and meet all of the underwriting criteria of First Federal
24
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
required of other borrowers. The refinance must be based on the borrower’s ability to repay the debt and no special concessions of rate and/or term are granted to the borrower.
The following table is a summary of information pertaining to TDR loans included in impaired loans at the dates indicated:
March 31, 2019
December 31, 2018
(In thousands)
Total TDR loans
$
3,722
$
3,745
Allowance for loan losses related to TDR loans
46
43
Total nonaccrual TDR loans
83
84
There were
no
newly restructured and renewals or modifications of existing TDR loans that occurred during the three months ended
March 31, 2019
.
The following is a summary of TDR loans which incurred a payment default within 12 months of the restructure date during the
three months ended
March 31, 2019
.
Number
of Contracts
Rate
Modification
Term
Modification
Combination
Modification
Total
Modifications
(Dollars in thousands)
TDR loans that subsequently defaulted
One- to four-family
1
$
—
$
—
$
48
$
48
The following table presents newly restructured and renewals or modifications of existing TDR loans by class that occurred during the
three months ended
March 31, 2018
, by type of concession granted.
Number
of Contracts
Rate
Modification
Term
Modification
Combination
Modification
Total
Modifications
(Dollars in thousands)
Pre-modification outstanding recorded investment
One- to four-family
2
$
—
$
—
$
180
$
180
2
—
—
180
180
Post-modification outstanding recorded investment
One- to four-family
2
$
—
$
—
$
179
$
179
2
$
—
$
—
$
179
$
179
There were
no
TDR loans which incurred a payment default within 12 months of the restructure date during the
three months ended
March 31, 2018
.
No
additional funds were committed to be advanced in connection with impaired loans at
March 31, 2019
.
25
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table presents TDR loans by class at the dates indicated by accrual and nonaccrual status.
March 31, 2019
December 31, 2018
Accrual
Nonaccrual
Total
Accrual
Nonaccrual
Total
(In thousands)
One-to-four family
$
2,342
$
83
$
2,425
$
2,358
$
84
$
2,442
Multi-family
110
—
110
110
—
110
Commercial real estate
661
—
661
663
—
663
Home equity
256
—
256
258
—
258
Commercial business
270
—
270
272
—
272
Total TDR loans
$
3,639
$
83
$
3,722
$
3,661
$
84
$
3,745
Note 4 - Deposits
The aggregate amount of time deposits in excess of the Federal Deposit Insurance Corporation ("FDIC") insured limit, currently
$250,000
, at
March 31, 2019
and
December 31, 2018
, was
$101.8 million
and
$107.0 million
, respectively. Deposits and weighted-average interest rates at the dates indicated are as follows:
March 31, 2019
December 31, 2018
Amount
Weighted-Average Interest Rate
Amount
Weighted-Average Interest Rate
(Dollars in thousands)
Savings
$
163,292
0.89%
$
143,412
0.74%
Transaction accounts
268,718
0.05%
262,152
0.05%
Money market accounts
265,713
0.42%
273,344
0.43%
Certificates of deposit
255,032
2.05%
261,352
1.86%
$
952,755
0.83%
$
940,260
0.77%
Maturities of certificates at the dates indicated are as follows:
March 31, 2019
December 31, 2018
(In thousands)
Within one year or less
$
149,202
$
148,119
After one year through two years
76,209
78,966
After two years through three years
16,595
20,934
After three years through four years
5,132
6,759
After four years through five years
7,894
6,574
After five years
—
—
$
255,032
$
261,352
Brokered certificates of deposits of
$10,000
are included in the March 31, 2019, certificate of deposits total. As needed, we will increase our portfolio of these brokered deposits as a source of additional funding in future periods.
Deposits at
March 31, 2019
and
December 31, 2018
, included
$81.6 million
and
$80.0 million
, respectively, in public fund deposits. Investment securities with a carrying value of
$47.4 million
and
$47.6 million
were pledged as collateral for these deposits at
March 31, 2019
and
December 31, 2018
, respectively. This exceeds the minimum collateral requirements established by the Washington Public Deposit Protection Commission.
26
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Interest on deposits by type for the periods shown was as follows:
Three Months Ended
March 31,
2019
2018
(In thousands)
Savings
$
316
$
16
Transaction accounts
36
4
Insured money market accounts
320
215
Certificates of deposit
1,252
750
$
1,924
$
985
Note 5
- Federal Taxes on Income
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. These calculations are based on many complex factors including estimates of the timing of reversals of temporary differences, the interpretation of federal income tax laws, and a determination of the differences between the tax and the financial reporting basis of assets and liabilities. Actual results could differ significantly from the estimates and interpretations used in determining the current and deferred income tax assets and liabilities.
Under current Federal income tax regulations, charitable contribution deductions are limited to 10% of taxable income. Due to this limitation, the Company currently has a valuation allowance of
$1.2 million
for financial statement reporting purposes related to its contribution to the Foundation. The contribution carryforward and related valuation allowance will expire in 2020. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company evaluates whether its deferred tax assets will be realized and adjusts the amount of its valuation allowance, if necessary.
Effective January 1, 2018, the corporate U.S. statutory federal income tax rate was reduced from 35% to 21% under the Tax Cuts and Jobs Act. The Company completed its accounting under ASC 740 in December 2017 for all material deferred tax assets and liabilities with provisional amounts recorded for immaterial items.
The effective tax rates were
18.7%
and
18.5%
for the
three months ended
March 31, 2019
and
2018
, respectively. The effective tax rates differ from the statutory maximum federal tax rate for 2018 and 2017 of 21% and 35%, respectively, largely due to the nontaxable earnings on bank owned life insurance and tax-exempt interest income earned on certain investment securities and loans.
Note 6 - Earnings per Share
Basic earnings per share is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. In addition, nonvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents are considered participating securities and are included in the computation of earnings per share.
27
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table presents a reconciliation of the components used to compute basic and diluted earnings per share for the
three months ended
March 31, 2019
and
2018
.
Three Months Ended
March 31,
2019
2018
(In thousands, except share data)
Numerator:
Net income
$
2,207
$
1,523
Denominator:
Basic weighted average common shares outstanding
9,973,125
10,491,647
Dilutive restricted stock grants
77,143
113,009
Diluted weighted average common shares outstanding
10,050,268
10,604,656
Basic earnings per share
$
0.22
$
0.15
Diluted earnings per share
$
0.22
$
0.14
Unallocated ESOP shares are not included as outstanding for either basic or diluted earnings per share calculations. As of
March 31, 2019
and
2018
, there were
833,782
and
886,671
shares in the ESOP that remain unallocated, respectively.
Potential dilutive shares are excluded from the computation of EPS if their effect is anti-dilutive. There were
no
restricted stock award anti-dilutive shares at
March 31, 2019
and
2018
, respectively.
Note 7 - Employee Benefits
Employee Stock Ownership Plan
In connection with the Conversion, the Company established an ESOP for eligible employees of the Company and the Bank. Employees of the Company and the Bank who have been credited with at least 1,000 hours of service during a
12
-month period are eligible to participate in the ESOP.
Pursuant to the Plan, the ESOP purchased shares in the open market with funds borrowed from First Northwest. The Bank will make contributions to the ESOP in amounts necessary to amortize the ESOP loan payable to First Northwest over a period of
20
years, bearing estimated interest at
2.46%
. The loan is secured by shares purchased with the loan proceeds and will be repaid by the ESOP with funds from the Bank's discretionary contributions to the ESOP and earnings on the ESOP assets.
As shares are committed to be released from collateral, the Company reports compensation expense equal to the average daily market prices of the shares and the shares become outstanding for EPS computations. The compensation expense is accrued monthly throughout the year. Dividends on allocated ESOP shares are recorded as a reduction of retained earnings; dividends on unallocated ESOP shares are recorded as a reduction of debt and accrued interest.
Compensation expense related to the ESOP for the three months ended
March 31, 2019
and
2018
, was
$207,000
and
$220,000
, respectively.
28
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Shares issued to the ESOP as of the dates indicated are as follows:
March 31, 2019
December 31, 2018
(Dollars in thousands)
Allocated shares
174,584
174,584
Committed to be released shares
39,663
26,442
Unallocated shares
833,782
847,003
Total ESOP shares issued
1,048,029
1,048,029
Fair value of unallocated shares
$
12,982
$
12,561
Note 8 - Stock-based Compensation
On
November 16, 2015
, the Company's shareholders approved the First Northwest Bancorp 2015 Equity Incentive Plan (the "2015 EIP"), which provides for the grant of incentive stock options, non-qualified stock options, restricted stock and restricted stock units to eligible participants. The cost of awards under the 2015 EIP generally is based on the fair value of the awards on their grant date. The maximum number of shares that may be utilized for awards under the 2015 EIP is
1,834,050
. The 2015 EIP provides for the use of authorized but unissued shares or shares that have been reacquired by First Northwest to fund share-based awards. At
March 31, 2019
, there were
1,316,550
total shares available for grant under the 2015 EIP, including
72,014
shares available to be granted as restricted stock.
During the
three months ended
March 31, 2019
and
2018
,
no
shares of restricted stock were awarded and
no
stock options were granted. Awarded shares of restricted stock vest ratably over
five years
from the date of grant as long as the eligible participant remains in service to the Company. The Company recognizes compensation expense for the restricted stock awards based on the fair value of the shares at the grant date amortized over
five years
.
For the three months ended
March 31, 2019
and
2018
, total compensation expense for the 2015 EIP was
$283,000
and
$273,000
, respectively.
Included in the above compensation expense for the three months ended
March 31, 2019
and
2018
, was directors' compensation of
$85,000
and
$85,000
, respectively.
The following tables provide a summary of changes in non-vested restricted stock awards for the period shown:
For the Three Months Ended
March 31, 2019
Shares
Weighted-Average Grant Date Fair Value
Non-vested at January 1, 2019
290,600
$
13.72
Granted
—
—
Vested
—
—
Non-vested at March 31, 2019
290,600
13.72
As of
March 31, 2019
, there was
$3.2 million
of total unrecognized compensation cost related to non-vested shares granted as restricted stock awards. The cost is expected to be recognized over the remaining weighted-average vesting period of approximately
3.06
years.
29
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 9 - Fair Value Accounting and Measurement
Fair value is the price to sell an asset or transfer a liability in an orderly transaction between market participants in the Company’s principal market. The Company has established and documented its process for determining the fair values of its assets and liabilities, where applicable. Fair value is based on quoted market prices, when available, for identical or similar assets or liabilities. In the absence of quoted market prices, management determines the fair value of the Company’s assets and liabilities using valuation models or third-party pricing services, both of which rely on market-based parameters when available, such as interest rate yield curves, option volatilities and credit spreads, or unobservable inputs. Unobservable inputs may be based on management’s judgment, assumptions, and estimates related to credit quality, liquidity, interest rates, and other relevant inputs.
Any changes to valuation methodologies are reviewed by management to ensure they are relevant and justified. Valuation methodologies are refined as more market-based data becomes available.
A three-level valuation hierarchy is used in determining fair value that is based on the transparency of the inputs used in the valuation process. The inputs used in determining fair value in each of the three levels of the hierarchy are as follows:
Level 1
- Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2
- Either: (i) quoted prices for similar assets or liabilities; (ii) observable inputs, such as interest rates or yield curves; or (iii) inputs derived principally from or corroborated by observable market data.
Level 3
- Unobservable inputs.
The hierarchy gives the highest ranking to Level 1 inputs and the lowest ranking to Level 3 inputs. The level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the overall fair value measurement.
Qualitative disclosures of valuation techniques
-
Securities available for sale: where quoted prices are available in an active market, securities are classified as Level 1. Level 1 instruments include highly liquid government bonds, securities issued by the U.S. Treasury, and exchange-traded equity securities.
If quoted prices are not available, management determines fair value using pricing models, quoted prices of similar securities, which are considered Level 2, or discounted cash flows. In certain cases, where there is limited activity in the market for a particular instrument, assumptions must be made to determine their fair value. Such instruments are classified as Level 3.
30
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Assets and liabilities measured at fair value on a recurring basis
- Assets and liabilities are considered to be fair valued on a recurring basis if fair value is measured regularly (i.e., daily, weekly, monthly, or quarterly). The following tables show the Company’s assets measured at fair value on a recurring basis at the dates indicated:
March 31, 2019
Quoted Prices in Active Markets for Identical Assets or Liabilities
Significant Other Observable Inputs
Significant Unobservable Inputs
(Level 1)
(Level 2)
(Level 3)
Total
(In thousands)
Securities available-for-sale
Municipal bonds
$
—
$
912
$
—
$
912
ABS agency
—
25,719
—
25,719
ABS corporate
—
37,074
—
37,074
Corporate debt
—
9,494
—
9,494
SBA
—
33,396
—
33,396
MBS agency
—
141,527
—
141,527
MBS corporate
—
10,354
—
10,354
$
—
$
258,476
$
—
$
258,476
December 31, 2018
Quoted Prices in Active Markets for Identical Assets or Liabilities
Significant Other Observable Inputs
Significant Unobservable Inputs
(Level 1)
(Level 2)
(Level 3)
Total
(In thousands)
Securities available-for-sale
Municipal bonds
$
—
$
869
$
—
$
869
ABS agency
—
25,752
—
25,752
ABS corporate
—
36,723
—
36,723
Corporate debt
—
9,888
—
9,888
SBA
—
35,670
—
35,670
MBS agency
—
143,455
—
143,455
MBS corporate
—
10,610
—
10,610
$
—
$
262,967
$
—
$
262,967
Assets and liabilities measured at fair value on a nonrecurring basis
- Assets are considered to be fair valued on a nonrecurring basis if the fair value measurement of the instrument does not necessarily result in a change in the amount recorded on the consolidated balance sheets. Generally, nonrecurring valuation is the result of the application of other accounting pronouncements that require assets or liabilities to be assessed for impairment or recorded at the lower of cost or fair value.
31
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following tables present the Company’s assets measured at fair value on a nonrecurring basis at the dates indicated:
March 31, 2019
Level 1
Level 2
Level 3
Total
(In thousands)
Impaired loans
$
—
$
—
$
6,407
$
6,407
December 31, 2018
Level 1
Level 2
Level 3
Total
(In thousands)
Impaired loans
$
—
$
—
$
6,558
$
6,558
At
March 31, 2019
and
December 31, 2018
, there were no impaired loans with discounts to appraisal disposition value or other unobservable inputs.
The following tables present the carrying value and estimated fair value of financial instruments at the dates indicated:
March 31, 2019
Carrying Amount
Estimated Fair Value
Fair Value Measurements Using:
Level 1
Level 2
Level 3
(In thousands)
Financial assets
Cash and cash equivalents
$
27,657
$
27,657
$
27,657
$
—
$
—
Investment securities available for sale
258,476
258,476
—
258,476
—
Investment securities held to maturity
43,024
42,550
—
42,550
—
Loans held for sale
969
940
—
940
—
Loans receivable, net
883,195
861,865
—
—
861,865
FHLB stock
6,927
6,927
—
6,927
—
Accrued interest receivable
4,114
4,114
—
4,114
—
Mortgage servicing rights, net
1,001
1,748
—
—
1,748
Financial liabilities
Demand deposits
$
697,723
$
697,723
$
697,723
$
—
$
—
Time deposits
255,032
254,190
—
254,190
—
Borrowings
135,174
135,849
—
135,849
—
Accrued interest payable
279
279
—
279
—
32
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
December 31, 2018
Carrying Amount
Estimated Fair Value
Fair Value Measurements Using:
Level 1
Level 2
Level 3
(In thousands)
Financial assets
Cash and cash equivalents
$
26,323
$
26,323
$
26,323
$
—
$
—
Investment securities available for sale
262,967
262,967
—
262,967
—
Investment securities held to maturity
43,503
42,990
—
42,990
—
Loans receivable, net
863,852
840,861
—
—
840,861
FHLB stock
6,927
6,927
—
6,927
—
Accrued interest receivable
4,048
4,048
—
4,048
—
Mortgage servicing rights, net
1,044
1,479
—
—
1,479
Financial liabilities
Demand deposits
$
678,908
$
678,908
$
678,908
$
—
$
—
Time deposits
261,352
259,549
—
259,549
—
Borrowings
136,552
137,153
—
137,153
—
Accrued interest payable
521
521
—
521
—
Financial assets and liabilities other than investment securities are not traded in active markets. Estimated fair values require subjective judgments and are approximate. The estimates of fair value in the previous table are not necessarily representative of amounts that could be realized in actual market transactions, or of the underlying value of the Company. The methods and assumptions used by the Company in estimating fair values of financial instruments as set forth below in accordance with ASC Topic 825,
Financial Instruments
, as amended by ASU 2016-01 requiring public entities to use the exit price notion effective January 1, 2018, are as follows:
Securities
- Fair values for investment securities are primarily measured using information from a third-party pricing service. The pricing service uses pricing models based on market data. In the event that limited or less transparent information is provided by the third-party pricing service, fair value is estimated using secondary pricing services or non-binding third-party broker quotes.
Loans receivable, net
- At
March 31, 2019
, the fair value of loans is estimated by discounting the future cash flows using the current rate at which similar loans and leases would be made to borrowers with similar credit and for the same remaining maturities. Additionally, to be consistent with the requirements under FASB ASC Topic 820 for Fair Value Measurements and Disclosures, the loans were valued at a price that represents the Company’s exit price or the price at which these instruments would be sold or transferred.
Mortgage servicing rights, net
- The estimated fair value of mortgage servicing rights is based on market prices for comparable mortgage servicing contracts when available. If no comparable contract is available, the estimated fair value is based on a valuation model that calculates the present value of estimated future net servicing income.
Note 10 - Noninterest Income
On January 1, 2018, the Company adopted the amendments of ASU 2014-09 Revenue from Contracts with Customers (Topic 606) and all subsequent ASUs that modified Topic 606. The Company has included the following table regarding the Company’s noninterest income for the periods presented.
33
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Three Months Ended March 31,
2019
2018
(In thousands)
Noninterest income:
Loan fees (1)
$
239
$
125
Deposit fees
447
392
Debit interchange income
22
32
Credit card interchange income
402
406
Investment securities gain (loss), net (1)
—
122
Gain on loan sales, net (1)
87
167
Increase in cash surrender value of BOLI (1)
143
149
Other income:
Investment services revenue
48
74
Gain or loss on subsidiary (1)
14
14
Remaining other income
9
1
Total other income
71
89
Total noninterest income
$
1,411
$
1,482
(1) Not within scope of Topic 606
The Company recognizes revenue as it is earned and noted no impact to its revenue recognition policies as a result of the adoption of ASU 2014-09. The following is a discussion of key revenues within the scope of the new revenue guidance.
Deposit fees
- The Company earns fees from its deposit customers for account maintenance, transaction-based activity and overdraft services. Account maintenance fees consist primarily of account fees and analyzed account fees charged on deposit accounts on a monthly basis. The performance obligation is satisfied and the fees are recognized on a monthly basis as the service period is completed. Transaction-based fees on deposit accounts are charged to deposit customers for specific services provided to the customer, such as non-sufficient funds fees, overdraft fees, and wire fees. The performance obligation is completed as the transaction occurs and the fees are recognized at the time each specific service is provided to the customer.
Debit interchange income
- Debit and Automated Teller Machine ("ATM") interchange income represent fees earned when a debit card issued by the Company is used. The Company earns interchange fees from debit cardholder transactions through card networks. In addition, the Company earns interchange fees for use of its ATM by customers of other banking institutions. Interchange fees are based on purchase volumes and other factors and are recognized as transactions occur. The performance obligation is satisfied and the fees are earned when the cost of the transaction is charged to the cardholder's debit card. Certain expenses directly associated with the credit and debit card are netted against interchange income.
Credit card interchange income
- Credit card interchange income represents fees earned when a credit card issued by the Bank through a third-party vendor is used. Similar to the debit card interchange, the Bank earns an interchange fee for each transaction made with a Bank-branded credit card. The performance obligation is satisfied and the fees are earned when the cost of the transaction is charged to the cardholder's credit card. Certain expenses directly related to the credit card interchange contract are netted against interchange income.
Investment services revenue
- Commissions received on the sale of investment related products is determined by a percentage of underlying instruments sold and is recognized when the sale is finalized.
Sale of other real estate owned (OREO)
- Gains/losses on the sale of OREO are included in non-interest expense and are generally recognized when the performance obligation is complete. This is typically at delivery of control over the property to the buyer at time of each real estate closing.
34
ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward-Looking Statements
Certain matters discussed in this Quarterly Report on Form 10-Q constitute forward‑looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of historical fact, are based on certain assumptions and are generally identified by the use of words such as “believes,” “expects,” “anticipates,” “estimates” or similar expressions. Forward‑looking statements include, but are not limited to:
•
statements of our goals, intentions and expectations;
•
statements regarding our business plans, prospects, growth and operating strategies;
•
statements regarding the quality of our loan and investment portfolios; and
•
estimates of our risks and future costs and benefits.
These forward-looking statements are based on current beliefs and expectations of management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company’s control. Actual results may differ materially from those contemplated by the forward-looking statements due to, among others, the following factors:
•
changes in general economic conditions, either nationally or in our market area, that are worse than expected;
•
the credit risks of our lending activities, including changes in the level and trend of loan delinquencies and write-offs and changes in our allowance for loan losses and provision for loan losses that may be impacted by deterioration in the housing and commercial real estate markets;
•
fluctuations in the demand for loans, the number of unsold homes, land and other properties and fluctuations in real estate values in our market area;
•
a decrease in the secondary market demand for loans that we originate for sale;
•
management’s assumptions in determining the adequacy of the allowance for loan losses;
•
our ability to control operating costs and expenses;
•
whether our management team can implement our operational strategy, including but not limited to our loan growth;
•
our ability to successfully execute on merger and/or acquisition strategies and integrate any newly acquired assets, liabilities, customers, systems, and management personnel into our operations and our ability to realize related revenue synergies and cost savings within expected time frames and any goodwill charges related thereto;
•
staffing needs and associated expenses in response to product demand or the implementation of corporate strategies, including our growth strategies related to the home lending center and new branches;
•
the use of estimates in determining fair value of certain of our assets, which estimates may prove to be incorrect and result in significant declines in valuation;
•
changes in the levels of general interest rates, and the relative differences between short and long-term interest rates, deposit interest rates, our net interest margin and funding sources;
•
increased competitive pressures among financial services companies;
•
our ability to attract and retain deposits;
•
our ability to retain key members of our senior management team;
•
changes in consumer spending, borrowing and savings habits;
•
our ability to successfully manage our growth in compliance with regulatory requirements;
•
results of examinations of us by the Washington State Department of Financial Institutions, Department of Banks, the Federal Deposit Insurance Corporation, the Federal Reserve Bank of San Francisco, or other regulatory authorities, which could result in restrictions that may adversely affect our liquidity and earnings;
•
changes in accounting policies and practices, as may be adopted by the financial institutions regulatory agencies, the Public Company Accounting Oversight Board or the Financial Accounting Standards Board;
35
•
disruptions, security breaches, or other adverse events, failures or interruptions in, or attacks on, our information technology systems or on the third-party vendors who perform several of our critical processing functions;
•
inability of key third-party vendors to perform their obligations to us; and
•
other economic, competitive, governmental, regulatory and technical factors affecting our operations, pricing, products and services and other risks described elsewhere in our filings with the Securities and Exchange Commission, including this Form 10-Q and our Annual Report on Form 10-K for the year ended
December 31, 2018
.
These developments could have an adverse impact on our financial position and our results of operations.
Any of the forward looking statements that we make in this report and in other public statements we make may turn out to be wrong because of inaccurate assumptions we might make, because of the factors illustrated above or because of other factors that we cannot foresee. Any forward-looking statements are based upon management’s beliefs and assumptions at the time they are made. We undertake no obligation to publicly update or revise any forward-looking statements included or incorporated by reference in this document or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking statements discussed in this report might not occur, and you should not put undue reliance on any forward-looking statements.
General
First Northwest Bancorp (the "Company") is a bank holding company which primarily engages in the business activity of its subsidiary, First Federal Savings and Loan Association of Port Angeles ("First Federal" or the "Bank"). First Federal is a community-oriented financial institution serving Western Washington. Our thirteen locations include ten full-service banking offices, two locations primarily serving our customers through the use of Interactive Teller Machines ("ITM"), and a Home Lending Center ("HLC"), which is focused on the origination of loans secured by one- to four-family residential properties. Our business and operating strategy is focused on diversifying our loan portfolio through geographic expansion and loan product mix, expanding our deposit product offerings by upgrading existing services and use of technology, and enhancing our infrastructure to support our changing lending and deposit capabilities in order to meet the changing needs and expectations of our customers.
We offer a wide range of products and services focused on the lending and depository needs of the communities we serve. While we have a large concentration of first lien one- to four-family mortgage loans, we have increased our origination of commercial real estate, multi-family real estate, and construction loans, as well as engaging in indirect auto lending and auto loan purchase programs, in order to diversify our portfolio and increase interest income. We continue to originate one- to four-family residential mortgage loans and may sell conforming loans into the secondary market to increase noninterest income and improve our interest rate risk, or we may retain loans in our portfolio to enhance interest income. We offer traditional consumer and business deposit products, including transaction accounts, savings and money market accounts and certificates of deposit for individuals, businesses and nonprofit organizations. Deposits are our primary source of funds for our lending and investing activities.
First Federal is significantly affected by prevailing economic conditions as well as government policies and regulations concerning, among other things, monetary and fiscal affairs, housing and financial institutions. Deposit flows are influenced by a number of factors, including interest rates paid on competing time deposits, available alternative investments, account maturities, and the overall level of personal income and savings. Lending activities are influenced by the demand for funds, the number and quality of lenders, and regional economic cycles.
Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest earned on our loans and investments and interest expense paid on our deposits and borrowings. Changes in levels of interest rates affect our net interest income. A secondary source of income is noninterest income, which includes revenue we receive from providing products and services, including service charges on deposit accounts, mortgage banking income, earnings from bank-owned life insurance, and gains and losses from sales of securities.
An offset to net interest income is the provision for loan losses, which represents the periodic charge to operations which is required to adequately provide for probable losses inherent in our loan portfolio. As a loan's risk rating improves, property values increase, or recoveries of amounts previously charged off are received, a recapture of previously recognized provision for loan losses may be added to net interest income.
36
The noninterest expenses we incur in operating our business consist of salaries and employee benefits and expenses, occupancy and equipment expenses, federal deposit insurance premiums and regulatory assessments, data processing expenses, expenses related to real estate and personal property owned and other miscellaneous expenses.
Critical Accounting Policies
There are no material changes to the critical accounting policies as disclosed in the Company's Annual Report on Form 10-K for the year ended
December 31, 2018
.
Comparison of Financial Condition at
March 31, 2019
and
December 31, 2018
Assets
.
Total assets increased
$20.0 million
, or
1.6%
, to
$1.28 billion
at
March 31, 2019
, from
$1.26 billion
at
December 31, 2018
, primarily due to loan growth partially offset by sales and repayment activity of investment securities.
Total loans, excluding loans held for sale, increased
$19.2 million
to
$888.9 million
at
March 31, 2019
, from
$869.7 million
at
December 31, 2018
, a result of new loan originations partially offset by loan sales coupled with repayment activity. Commercial real estate, multi-family, home equity, and commercial business loans decreased
$2.7 million
,
$755,000
,
$571,000
, and
$402,000
, respectively, while auto and other consumer, construction and land, and one- to four-family residential loans increased
$11.7 million
,
$9.4 million
, and
$2.5 million
, respectively. We continue to grow the auto loan portfolio through our indirect lending and specialty auto loan purchasing programs, adding
$17.2 million
of newly originated auto loans during the year, which was the main contributor to the increase in auto and other consumer loans.
Construction and land loans increased
17.4%
to
$63.5 million
at
March 31, 2019
, from
$54.1 million
at
December 31, 2018
. The majority of our construction loans are geographically disbursed throughout the Puget Sound region and, as a result, these loans are susceptible to risks that may be different depending on the location of the project. We manage all of our construction lending by utilizing a licensed third party vendor to assist us in monitoring our construction projects.
We continue to focus on construction loan origination activity. We monitor real estate values and general economic conditions in our market areas, in addition to assessing the strength of our borrowers, in order to prudently underwrite construction loans. As a result of recent economic changes, we expect a slowing of construction lending, which may result in no growth or a decline in construction and land loan commitments followed by a decline in outstanding balances in our loan portfolio. We continually assess our lending strategies across all product lines and markets within which we do business in order to improve our earnings potential over time while also prudently managing credit risk.
37
The following tables show our construction commitments by type and geographic concentrations at the dates indicated:
March 31, 2019
North Olympic Peninsula
(1)
Puget Sound Region
(2)
Other Washington
Total
(In thousands)
Construction Commitment
One- to four-family residential
$
14,530
$
15,383
$
406
$
30,319
Multi-family residential
—
44,852
—
44,852
Commercial real estate
2,296
20,518
—
22,814
Total commitment
$
16,826
$
80,753
$
406
$
97,985
Construction Funds Disbursed
One- to four-family residential
$
6,853
$
6,853
$
—
$
13,706
Multi-family residential
—
26,540
—
26,540
Commercial real estate
2,025
13,387
—
15,412
Total disbursed
$
8,878
$
46,780
$
—
$
55,658
Undisbursed Commitment
One- to four-family residential
$
7,677
$
8,530
$
406
$
16,613
Multi-family residential
—
18,312
—
18,312
Commercial real estate
271
7,131
—
7,402
Total undisbursed
$
7,948
$
33,973
$
406
$
42,327
Land Funds Disbursed
One- to four-family residential
$
5,446
$
2,152
$
—
$
7,598
Commercial real estate
—
280
—
280
Total disbursed for land
$
5,446
$
2,432
$
—
$
7,878
(1) Includes Clallam and Jefferson counties.
(2) Includes Kitsap, Mason, Thurston, Pierce, King, Snohomish, Skagit, Whatcom, and Island counties.
38
December 31, 2018
North Olympic Peninsula
Puget Sound Region
Other Washington
Total
(In thousands)
Construction Commitment
One- to four-family residential
$
16,814
$
18,550
$
—
$
35,364
Multi-family residential
—
45,313
—
45,313
Commercial real estate
1,868
20,147
—
22,015
Total Commitment
$
18,682
$
84,010
$
—
$
102,692
Construction Funds Disbursed
One- to four-family residential
$
8,321
$
8,998
$
—
$
17,319
Multi-family residential
—
17,348
—
17,348
Commercial real estate
1,584
9,424
—
11,008
Total disbursed
$
9,905
$
35,770
$
—
$
45,675
Undisbursed Commitment
One- to four-family residential
$
8,493
$
9,552
$
—
$
18,045
Multi-family residential
—
27,965
—
27,965
Commercial real estate
284
10,723
—
11,007
Total undisbursed
$
8,777
$
48,240
$
—
$
57,017
Land Funds Disbursed
One- to four-family residential
$
6,124
$
2,023
$
—
$
8,147
Commercial real estate
—
280
—
280
Total disbursed for land
$
6,124
$
2,303
$
—
$
8,427
During the
three months ended
March 31, 2019
, the Company originated
$26.5 million
of loans, of which
$15.6 million
, or
58.9%
, were originated in the Puget Sound region of Washington,
$10.4 million
, or
39.2%
, in the North Olympic Peninsula, and
$506,000
, or
1.9%
, in other areas in Washington.
Our allowance for loan losses increased
$226,000
, or
2.4%
, to
$9.8 million
at
March 31, 2019
, from
$9.5 million
at
December 31, 2018
, mainly as a result of loan growth during the quarter. The allowance for loan losses as a percentage of total loans remained at
1.1%
at both
March 31, 2019
, and
December 31, 2018
.
Nonperforming loans decreased
$117,000
, or
6.8%
, to
$1.6 million
at
March 31, 2019
, from
$1.7 million
at
December 31, 2018
, mainly attributable to a commercial business loan of
$138,000
which paid down during the quarter. Nonperforming loans to total loans remained the same at
0.2%
at both
March 31, 2019
and
December 31, 2018
. The allowance for loan losses as a percentage of nonperforming loans increased to
607.7%
at
March 31, 2019
, from
553.3%
at
December 31, 2018
, and classified loans increased
$91,000
to
$3.5 million
at
March 31, 2019
, from
$3.4 million
at
December 31, 2018
.
At
March 31, 2019
, there were
$3.7 million
in restructured loans, of which
$3.6 million
were performing in accordance with their modified payment terms and returned to accrual status.
Our allowance for loan losses as a percentage of total loans was
1.1%
at both
March 31, 2019
and
December 31, 2018
. Provision for loan losses was taken during the quarter to provide for loan growth and to replenish net charge-off activity. Asset quality remains strong with net loan charge-offs concentrated mainly in our auto loan portfolio. Fluctuations in the balance of nonperforming assets and other credit quality measures are expected as we increase the balance of our loan portfolio and have more loans at risk of developing credit issues that may be resolved, restructured, or charged-off. We believe that our allowance for loan losses was adequate to absorb the known and inherent risks of loss in the loan portfolio as of
March 31, 2019
.
39
Loans receivable, excluding loans held for sale, consisted of the following at the dates indicated
:
March 31, 2019
December 31, 2018
(In thousands)
Real Estate:
One-to-four family
$
338,669
$
336,178
Multi-family
81,576
82,331
Commercial real estate
250,521
253,235
Construction and land
63,536
54,102
Total real estate loans
734,302
725,846
Consumer:
Home equity
37,058
37,629
Auto and other consumer
99,070
87,357
Total consumer loans
136,128
124,986
Commercial business loans
18,496
18,898
Total loans
888,926
869,730
Less:
Net deferred loan fees
285
299
Premium on purchased loans, net
(4,313
)
(3,954
)
Allowance for loan losses
9,759
9,533
Loans receivable, net
$
883,195
$
863,852
The following table represents nonperforming assets at the dates indicated.
March 31, 2019
December 31, 2018
(In thousands)
Nonperforming loans:
Real estate loans:
One- to four-family
$
803
$
759
Commercial real estate
129
133
Construction and land
69
44
Total real estate loans
1,001
936
Consumer loans:
Home equity
352
369
Other
218
245
Total consumer loans
570
614
Commercial business
35
173
Total nonperforming loans
1,606
1,723
Real estate owned:
Land
72
72
Total real estate owned
72
72
Repossessed assets
51
52
Total nonperforming assets
$
1,729
$
1,847
Nonaccrual and 90 days or more past due loans as a percentage of total loans
0.2
%
0.2
%
40
Total investment securities decreased
$5.0 million
, or
1.6%
, to
$301.5 million
at
March 31, 2019
, from
$306.5 million
at
December 31, 2018
. Mortgage-backed securities represent the largest portion of our investment securities portfolio and totaled
$182.9 million
at
March 31, 2019
, or
60.7%
of the investment securities portfolio, a decrease during the quarter of
$2.4 million
, or
1.3%
, from
$185.3 million
at
December 31, 2018
. Other investment securities, including municipal bonds and other asset-backed securities, were
$118.6 million
at
March 31, 2019
, or
39.3%
of the investment securities portfolio, a decrease of
$2.5 million
from
$121.1 million
at
December 31, 2018
. The investment portfolio, including mortgage-backed securities, had an estimated projected average life of
4.7
years as of
March 31, 2019
, and
5.0
years as of
December 31, 2018
, and had an estimated average repricing term of
3.5
years as of
March 31, 2019
, and
3.7
years as of
December 31, 2018
, based on the interest rate environment at those times.
The investment portfolio was comprised of
91.5%
in amortizing securities at both
March 31, 2019
and
December 31, 2018
. As a result, the projected average life of our securities may vary due to prepayment activity, which, particularly in the mortgage-backed securities portfolio, is generally affected by changing interest rates. Management continues to focus on improving the mix of earning assets by originating loans and decreasing securities as a percentage of earning assets; however, we may purchase investment securities as a source of additional interest income and also in lieu of carrying higher cash balances at nominal interest rates. For additional information, see
Note 2
of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.
Liabilities.
Total liabilities increased
$18.9 million
to
$1.11 billion
at
March 31, 2019
, from
$1.09 billion
at
December 31, 2018
, primarily the result of growth in the deposit account balances and accrued expenses and other liabilities. FHLB borrowings decreased by
$1.4 million
, to
$135.2 million
at
March 31, 2019
, as strong deposit growth alleviated the need to borrow. We may continue to utilize both FHLB short-term advances and FHLB overnight borrowings to manage liquidity.
Deposit balances increased
$12.5 million
, or
1.3%
, to
$952.8 million
at
March 31, 2019
, from
$940.3 million
at
December 31, 2018
, which was primarily due to increases in promotional rate savings accounts of
$19.9 million
along with a
$6.6 million
increase in low cost transaction accounts. These increases were partially offset by decreases of
$7.6 million
in money market accounts and
$6.3 million
in certificates of deposit migrating to the promotional savings account. Our promotional savings product carries a twelve month rate guarantee that provides greater flexibility in the event the rate environment remains stable or decreases within the next 12 to 24 months. We anticipate that robust competition for deposits with other financial institutions and financial intermediaries will continue in our markets affecting our cost of funds.
Equity
.
Total shareholders' equity increased
$1.1 million
during the quarter to
$173.4 million
at
March 31, 2019
, mainly the result of a
$1.6 million
increase in value of our available-for-sale securities portfolio resulting in a reduction of unrealized losses and net income of
$2.2 million
, partially offsetting the
$2.8 million
decrease from the repurchase of shares of common stock during the quarter.
Comparison of Results of Operations for the
Three Months Ended
March 31, 2019
and
2018
General.
Net income increased
$684,000
, or
44.9%
, to
$2.2 million
for the
three months ended
March 31, 2019
, compared to net income of
$1.5 million
for the
three months ended
March 31, 2018
. The increase in net income was primarily due to an increase in net interest income coupled with a decrease in noninterest expense, partially offset by an increase in the provision for income taxes.
Net Interest Income.
Net interest income increased
$468,000
to
$9.4 million
for the
three months ended
March 31, 2019
, from
$9.0 million
for the
three months ended
March 31, 2018
. This increase was mainly the result of a change in the mix of earning assets, with a decrease in the investment portfolio and an increase in loans receivable, combined with changes in the yield curve, which resulted in higher yields on all interest-earning assets as highlighted in the following table. The yield on average interest-earning assets increased
33
basis points to
4.14%
for the
three months ended
March 31, 2019
, compared to
3.81%
for the same period in the prior year.
The net interest margin increased
one
basis point to
3.16%
for the
three months ended
March 31, 2019
, from
3.15%
for the same period in
2018
. While we experienced a
33
basis point increase in asset yields, our cost of interest-bearing liabilities increased
40 basis points
, reducing our net interest rate spread with only a modest increase in net interest margin.
41
Of the
$468,000
increase in net interest income during the
three months ended
March 31, 2019
, compared to the
three months ended
March 31, 2018
,
$739,000
was the result of an increase in volume, partially offset by
$271,000
due to changes in rates. The increase in loans receivable was the main contributor to the increase in net interest income with
$893,000
due to an increase in average volumes and
$456,000
due to increases in rates for a total of
$1.3 million
.
The average cost of interest-bearing liabilities increased to
1.25%
for the
three months ended
March 31, 2019
, compared to
0.85%
for the same period last year, due primarily to promotional rates on, and increases in the average balance of, savings accounts and certificates of deposit used to attract and retain deposits.
Interest Income.
Total
interest income increased
$1.5 million
, or
13.9%
, to
$12.4 million
for the
three months ended
March 31, 2019
, from
$10.8 million
for the comparable period in
2018
, primarily due to an increase in the average balance of and yields earned on loans receivable. Interest and fees on loans receivable increased
$1.3 million
, to
$9.9 million
for the
three months ended
March 31, 2019
, from
$8.6 million
for the
three months ended
March 31, 2018
, due primarily to an increase in the average balance of net loans receivable of
$82.2 million
compared to the prior year. Average loan yields increased
21
basis points to
4.56%
for the
three months ended
March 31, 2019
compared to the
three months ended
March 31, 2018
, as we continued to increase our balance of higher yielding loans, such as auto, commercial real estate and multi-family. We also benefited from increases in short-term interest rates on our adjustable rate loans, such as commercial business and home equity lines of credit.
Interest income on investment securities increased
$148,000
, or
17.2%
to
$1.0 million
for the
three months ended
March 31, 2019
, compared to
$862,000
for the
three months ended
March 31, 2018
, due to an increase in average yield of
76
basis points partially offset by a decrease in the average balance of
$12.1 million
compared to the same period in
2018
. The change in average yields on investment securities does not include the benefit of nontaxable income from municipal bonds. Interest income on mortgage-backed and related securities for the
three months ended
March 31, 2019
decreased
$40,000
compared to the
three months ended
March 31, 2018
, reflecting a
$15.2 million
decrease in the average balance partially offset by an increase in yield of
13
basis points.
The following table compares average earning asset balances, associated yields, and resulting changes in interest income for the periods shown:
Three Months Ended March 31,
2019
2018
Increase (Decrease) in Interest Income
Average Balance Outstanding
Yield
Average Balance Outstanding
Yield
(Dollars in thousands)
Loans receivable, net
$
870,901
4.56%
$
788,736
4.35%
$
1,349
Investment securities
120,350
3.36
132,484
2.60
148
Mortgage-backed securities
183,716
2.74
198,904
2.61
(40
)
FHLB stock
6,844
5.14
7,232
3.26
29
Interest-bearing deposits in banks
11,873
2.26
11,136
1.62
22
Total interest-earning assets
$
1,193,684
4.14
$
1,138,492
3.81
$
1,508
Interest Expense.
Total interest expense increased
$1.0 million
, or
55.5%
, to
$2.9 million
for the
three months ended
March 31, 2019
, compared to
$1.9 million
for the
three months ended
March 31, 2018
, due to an increase in deposit costs of
$939,000
, or
95.3%
, and an increase in borrowing costs of
$101,000
, or
11.4%
. Deposit costs increased for the
three months ended
March 31, 2019
, due to a combination of promotional products and higher rates needed to compete to attract new and retain existing deposit customers. We also experienced disintermediation as existing customers transferred all or a portion of existing, lower-rate deposit accounts into higher-yielding certificates of deposit and other accounts. The average balance of interest-bearing deposits increased
$62.6 million
, or
8.6%
, to
$794.7 million
for the
three months ended
March 31, 2019
, from
$732.1 million
for the
three months ended
March 31, 2018
, as we continued to target growth in deposits in new and existing market areas.
During the
three months ended
March 31, 2019
, the cost of savings accounts increased mainly due to an increase in average balance of
$45.5 million
and an increase in the average rate paid of
76 basis points
, and the cost of certificates of deposit increased due to an increase in average balance of
$18.1 million
and an increase in the average rate paid of
69
basis points, compared to the
three months ended
March 31, 2018
. During the same period money market and transaction accounts declined
$845,000
and
$183,000
, respectively. The average cost of all deposit products increased to
0.97%
for the
three months ended
March 31, 2019
, from
0.54%
for the
three months
42
ended
March 31, 2018
. Borrowing costs increased primarily due to a
57 basis point
increase in average rates paid, partially offset by a decrease in the average balance of
$14.7 million
.
The following table details average balances, cost of funds and the change in interest expense for the periods shown:
Three Months Ended March 31,
2019
2018
Increase (Decrease) in Interest Expense
Average Balance Outstanding
Rate
Average Balance Outstanding
Rate
(Dollars in thousands)
Savings accounts
$
153,689
0.82%
$
108,153
0.06%
$
300
Transaction accounts
114,801
0.13
114,984
0.01
32
Money market accounts
267,947
0.48
268,792
0.32
105
Certificates of deposit
258,272
1.94
240,159
1.25
502
Borrowings
134,447
2.95
149,125
2.38
101
Total interest-bearing liabilities
$
929,156
1.25
$
881,213
0.85
$
1,040
Provision for Loan Losses.
The provision for loan losses was
$335,000
during the
three months ended
March 31, 2019
, compared to
$310,000
for the
three months ended
March 31, 2018
, and was primarily due to the increase in the balance of net loans receivable.
The following table details activity and information related to the allowance for loan losses for the periods shown:
Three Months Ended March 31,
2019
2018
(Dollars in thousands)
Provision for loan losses
$
335
$
310
Net recoveries
(109
)
(86
)
Allowance for loan losses
9,759
8,984
Allowance for losses as a percentage of total gross loans receivable at the end of this period
1.1
%
1.1
%
Total nonaccruing loans
1,606
2,173
Allowance for loan losses as a percentage of nonaccrual loans at end of period
607.7
%
413.4
%
Nonaccrual and 90 days or more past due loans as a percentage of total loans
0.2
%
0.3
%
Total loans
$
888,926
$
805,953
Noninterest Income.
Noninterest income decreased
$71,000
, or
4.8%
, to
$1.4 million
for the
three months ended
March 31, 2019
, from
$1.5 million
for the
three months ended
March 31, 2018
.
43
The following table provides a detailed analysis of the changes in the components of noninterest income for the periods shown:
Three Months Ended March 31,
Increase (Decrease)
2019
2018
Amount
Percent
(Dollars in thousands)
Loan and deposit service fees
$
1,065
$
893
$
172
19.3
%
Mortgage servicing fees, net of amortization
45
62
(17
)
(27.4
)
Net gain on sale of loans
87
167
(80
)
(47.9
)
Net gain on sale of investment securities
—
122
(122
)
(100.0
)
Increase in cash surrender value of bank-owned life insurance
143
149
(6
)
(4.0
)
Other income
71
89
(18
)
(20.2
)
Total noninterest income
$
1,411
$
1,482
$
(71
)
(4.8
)%
Noninterest Expense.
Noninterest expense decreased
$475,000
, or
5.7%
, to
$7.8 million
for the
three months ended
March 31, 2019
, compared to
$8.3 million
for the
three months ended
March 31, 2018
, primarily as a result of a decrease in compensation and benefits and advertising costs. We received a $441,000 credit from our health insurance carrier as a result of a lower than anticipated claims experience level during the most recent plan year, $391,000 of which partially offset compensation and benefits expense during the
three months ended
March 31, 2019
, and $50,000 of which is being held for the benefit of our employees to help offset the burden of future insurance premium increases. Advertising expenses were lower as a result of a combination of advertising expenses incurred during the quarter ended
March 31, 2018
due to the opening of our Bainbridge Island branch that were not incurred during the same period in 2019, as well as managing the determination and timing of current advertising and promotional expenses for the current year.
The following table provides an analysis of the changes in the components of noninterest expense for the periods shown:
Three Months Ended March 31,
Increase (Decrease)
2019
2018
Amount
Percent
(Dollars in thousands)
Compensation and benefits
$
4,573
$
4,811
$
(238
)
(4.9
)%
Data processing
631
628
3
0.5
Occupancy and equipment
1,108
1,102
6
0.5
Supplies, postage, and telephone
228
231
(3
)
(1.3
)
Regulatory assessments and state taxes
169
126
43
34.1
Advertising
143
324
(181
)
(55.9
)
Professional fees
298
322
(24
)
(7.5
)
FDIC insurance premium
77
76
1
1.3
Other
573
655
(82
)
(12.5
)
Total
$
7,800
$
8,275
$
(475
)
(5.7
)%
Provision for Income Tax.
An income tax expense of
$509,000
was recorded for the
three months ended
March 31, 2019
, compared to
$346,000
for the
three months ended
March 31, 2018
, generally due to an increase in income before taxes of
$847,000
. For additional information, see
Note 5
of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.
44
Average Balances, Interest and Average Yields/Cost
The following table set forth, for the periods indicated, information regarding average balances of assets and liabilities as well as the total dollar amounts of interest income from average interest‑earning assets and interest expense on average interest‑bearing liabilities, resultant yields, interest rate spread, net interest margin (otherwise known as net yield on interest‑earning assets), and the ratio of average interest‑earning assets to average interest-bearing liabilities. Also presented is the weighted average yield on interest-earning assets, rates paid on interest-bearing liabilities and the resultant spread at
March 31, 2019
and
2018
. Income and all average balances are monthly average balances, which management deems to be not materially different than daily averages. Nonaccruing loans have been included in the table as loans carrying a zero yield.
At March 31, 2019
Three Months Ended March 31,
2019
2018
Yield/
Rate
Average
Balance
Outstanding
Interest
Earned/
Paid
Yield/
Rate
Average
Balance
Outstanding
Interest
Earned/
Paid
Yield/
Rate
Interest-earning assets:
(Dollars in thousands)
Loans receivable, net
(1)
4.60
%
$
870,901
$
9,932
4.56
%
$
788,736
$
8,583
4.35
%
Investment securities
4.40
120,350
1,010
3.36
132,484
862
2.60
Mortgage-backed securities
2.7
183,716
1,257
2.74
198,904
1,297
2.61
FHLB dividends
5.21
6,844
88
5.14
7,232
59
3.26
Interest-bearing deposits in banks
1.82
11,873
67
2.26
11,136
45
1.62
Total interest-earning assets
(2)
4.24
1,193,684
12,354
4.14
1,138,492
10,846
3.81
Interest-bearing liabilities:
Savings accounts
0.89
$
153,689
$
316
0.82
$
108,153
16
0.06
Transaction accounts
0.05
114,801
36
0.13
114,984
4
0.01
Money market accounts
0.42
267,947
320
0.48
268,792
215
0.32
Certificates of deposit
2.05
258,272
1,252
1.94
240,159
750
1.25
Total deposits
0.83
794,709
1,924
0.97
732,088
985
0.54
Borrowings
2.88
134,447
990
2.95
149,125
889
2.38
Total interest-bearing liabilities
1.08
929,156
2,914
1.25
881,213
1,874
0.85
Net interest income
$
9,440
$
8,972
Net interest rate spread
3.16
2.89
2.96
Net earning assets
$
264,528
$
257,279
Net interest margin
(3)
3.16
3.15
Average interest-earning assets to average interest-bearing liabilities
128.5
%
129.2
%
(1) The average loans receivable, net balances include nonaccruing loans.
(2) Includes interest-bearing deposits (cash) at other financial institutions.
(3) Net interest income divided by average interest-earning assets.
45
Rate/Volume Analysis
The following table presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities. It distinguishes between the changes related to outstanding balances and changes in interest rates. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume (i.e., changes in volume multiplied by old rate) and (ii) changes in rate (i.e., changes in rate multiplied by old volume). For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately to the change due to volume and the change due to rate.
Three Months Ended
March 31, 2019 vs. 2018
Increase (Decrease) Due to
Total Increase (Decrease)
Volume
Rate
(In thousands)
Interest earning assets:
Loans receivable, net
$
893
$
456
$
1,349
Investments
(180
)
288
108
FHLB stock
(3
)
32
29
Other
(1)
3
19
22
Total interest-earning assets
$
713
$
795
$
1,508
Interest-bearing liabilities:
Savings accounts
$
7
$
293
$
300
Interest-bearing transaction accounts
—
32
32
Money market accounts
(1
)
106
105
Certificates of deposit
57
445
502
Borrowings
(89
)
190
101
Total interest-bearing liabilities
$
(26
)
$
1,066
$
1,040
Net change in interest income
$
739
$
(271
)
$
468
(1) Includes interest-bearing deposits (cash) at other financial institutions.
Off-Balance Sheet Activities
In the normal course of operations, First Federal engages in a variety of financial transactions that are not recorded in the financial statements. These transactions involve varying degrees of off-balance sheet credit, interest rate and liquidity risks. These transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For the
three months ended
March 31, 2019
and the year ended
December 31, 2018
, we engaged in no off-balance sheet transactions likely to have a material effect on our financial condition, results of operations or cash flows.
46
Contractual Obligations
At
March 31, 2019
, our scheduled maturities of contractual obligations were as follows:
Within
1 Year
After 1 Year Through
3 Years
After 3 Years Through
5 Years
Beyond
5 Years
Total
Balance
(In thousands)
Certificates of deposit
$
149,202
$
92,804
$
13,026
$
—
$
255,032
FHLB advances
95,174
40,000
—
—
135,174
Operating leases
318
569
435
1,870
3,192
Borrower taxes and insurance
2,154
—
—
—
2,154
Deferred compensation
25
22
59
791
897
Total contractual obligations
$
246,873
$
133,395
$
13,520
$
2,661
$
396,449
Commitments and Off-Balance Sheet Arrangements
The following table summarizes our commitments and contingent liabilities with off-balance sheet risks as of
March 31, 2019
:
Amount of Commitment Expiration
Within
1 Year
After 1 Year Through
3 Years
After 3 Years Through
5 Years
Beyond
5 Years
Total Amounts Committed
(In thousands)
Commitments to originate loans:
Fixed-rate
$
365
$
—
$
—
$
—
$
365
Adjustable-rate
200
—
—
—
200
Unfunded commitments under lines of credit or existing loans
728
29,218
4,009
49,999
83,954
Standby letters of credit
—
199
—
—
199
Total commitments
$
1,293
$
29,417
$
4,009
$
49,999
$
84,718
Liquidity Management
Liquidity is the ability to meet current and future financial obligations of a short-term and long-term nature. Our primary sources of funds consist of deposit inflows, loan repayments, maturities and sales of securities and borrowings from the FHLB. While maturities and scheduled amortization of loans and securities are usually predictable sources of funds, deposit flows, calls of investment securities and borrowed funds, and prepayments on loans and investment securities are greatly influenced by general interest rates, economic conditions and competition, which can cause those sources of funds to fluctuate.
Management regularly adjusts our investments in liquid assets based upon an assessment of expected loan demand, expected deposit flows, yields available on interest-earning deposits and securities, and the objectives of our interest-rate risk and investment policies.
Our most liquid assets are cash and cash equivalents followed by available for sale securities. The levels of these assets depend on our operating, financing, lending and investing activities during any given period. At
March 31, 2019
, cash and cash equivalents totaled
$27.7 million
, and unpledged securities classified as available-for-sale with a market value of
$258.5 million
provided additional sources of liquidity. We pledged collateral to support borrowings from the FHLB of
$135.2 million
, and have an established borrowing arrangement with the Federal Reserve Bank of San Francisco, for which no collateral has been pledged as of
March 31, 2019
.
At
March 31, 2019
, we had
$565,000
in loan commitments outstanding and an additional
$84.2 million
in undisbursed loans and standby letters of credit, including
$42.3 million
in undisbursed construction loan commitments.
47
Certificates of deposit due within one year as of
March 31, 2019
totaled
$149.2 million
, or
58.5%
of certificates of deposit. We believe the large percentage of certificates of deposit that mature within one year reflects customers' hesitancy to invest their funds for longer periods as interest rates have begun to rise. A significant portion of our money market accounts have rolled into certificates of deposit over the past twelve months, which management believes, based on past experience, is commensurate with our customers' behavior during periods of rising interest rates. If these maturing deposits are not renewed, however, we will be required to seek other sources of funds, including other certificates of deposit and borrowings. We have the ability to attract and retain deposits by adjusting the interest rates offered. Depending on market conditions, we may be required to pay higher rates on such deposits or other borrowings than we currently pay on certificates of deposit. In addition, we believe that our branch network, and the general cash flows from our existing lending and investment activities, will afford us sufficient foreseeable long-term liquidity. For additional information, see the Consolidated Statements of Cash Flows in Item 1 of this Form 10-Q.
The Company is a separate legal entity from the Bank and provides for its own liquidity to pay its operating expenses and other financial obligations. At
March 31, 2019
, the Company (on an unconsolidated basis) had liquid assets of
$20.6 million
.
Capital Resources
At
March 31, 2019
, shareholders' equity totaled
$173.4 million
, or
13.6%
of total assets. Our book value per share of common stock was
$15.78
at
March 31, 2019
, compared to
$15.42
at
December 31, 2018
. Consistent with our goals to operate a sound and profitable organization, our policy for First Federal is to maintain its “well-capitalized” status in accordance with regulatory standards.
At
March 31, 2019
, the Bank exceeded all regulatory capital requirements and was considered "well capitalized" under FDIC regulatory capital guidelines.
The following table provides the capital requirements and actual results for First Federal at
March 31, 2019
.
Actual
Minimum Capital Requirements
Minimum Required to be Well-Capitalized
Amount
Ratio
Amount
Ratio
Amount
Ratio
(Dollars in thousands)
Tier I leverage capital (to average assets)
$
143,736
11.4
%
$
50,247
4.0
%
$
62,809
5.0
%
Common equity tier I (to risk-weighted assets)
143,736
16.9
38,332
4.5
55,368
6.5
Tier I risk-based capital (to risk-weighted assets)
143,736
16.9
51,109
6.0
68,145
8.0
Total risk-based capital (to risk-weighted assets)
153,693
18.0
68,145
8.0
85,181
10.0
In order to avoid limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses, the Bank must maintain common equity tier 1 capital ("CET1") at an amount greater than the required minimum levels plus a capital conservation buffer. This new capital conservation buffer requirement was phased in starting in January 2016 requiring a buffer of 0.625% of risk-weighted assets and will increase each year until fully implemented to an amount of 2.5% of risk-weighted assets in January 2019. As of
March 31, 2019
, the conservation buffer was
2.500%
.
Effect of Inflation and Changing Prices
The consolidated financial statements and related financial data presented in this report have been prepared according to generally accepted accounting principles in the United States, which require the measurement of financial and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time due to inflation. The primary impact of inflation on our operations is reflected in increased operating costs and the effect that general inflation may have on both short-term and long-term interest rates. Unlike most industrial companies, virtually all the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates generally have a more significant impact on a financial institution's performance
48
than do general levels of inflation. Although inflation expectations do affect interest rates, interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
There has not been any material change in the market risk disclosures contained in First Northwest Bancorp’s Annual Report on Form 10-K for the year ended
December 31, 2018
.
Item 4. Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures.
An evaluation of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”)) was carried out under the supervision and with the participation of the Company's Chief Executive Officer (Principal Executive Officer), Chief Financial Officer (Principal Financial and Accounting Officer), and other members of the Company's management team as of the end of the period covered by this quarterly report. The Company's Chief Executive Officer and Chief Financial Officer concluded that as of
March 31, 2019
, the Company's disclosure controls and procedures were effective in ensuring that the information required to be disclosed by the Company in
the reports it files or submits under the Act is (i) accumulated and communicated to the Company's management (including the Chief Executive Officer and Chief Financial Officer) in a timely manner, and (ii) recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.
(b) Changes in Internal Controls.
There have been no changes in the Company's internal control over financial reporting (as defined in 13a-15(f) of the Exchange Act) that occurred during the quarter ended
March 31, 2019
, that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
The Company intends to continually review and evaluate the design and effectiveness of its disclosure controls and procedures and to improve its controls and procedures over time and to correct any deficiencies that it may discover in the future. The goal is to ensure that senior management has timely access to all material financial and non-financial information concerning the Company's business. While the Company believes the present design of its disclosure controls and procedures is effective to achieve its goal, future events affecting its business may cause the Company to modify its disclosure controls and procedures. The Company does not expect that its disclosure controls and procedures and internal control over financial reporting will prevent every error or instance of fraud. A control procedure, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control procedure are met. Because of the inherent limitations in all control procedures, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns in controls or procedures can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control. The design of any control procedure is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control procedure, misstatements due to error or fraud may occur and not be detected.
49
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
From time to time, the Company is engaged in legal proceedings in the ordinary course of business, none of which are currently considered to have a material impact on the Company’s financial position or results of operations.
Item 1A. Risk Factors
There have been no material changes to the risk factors set forth in Part I. Item 1A of the Company's Form 10-K for the year ended
December 31, 2018
.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a)
Not applicable.
(b)
Not applicable.
(c) The following table summarizes common stock repurchases during the three months ended
March 31, 2019
:
Period
Total Number of Shares Purchased
Average Price Paid per Share
Total Number of Shares Repurchased as Part of Publicly Announced Plans
Maximum Number of Shares that May Yet Be Repurchased Under the Plans
January 1, 2019 - January 31, 2019
(663,613
)
$
—
(663,613
)
1,166,659
February 1, 2019 - February 28, 2019
796,950
16.06
796,950
369,709
March 1, 2019 - March 31, 2019
44,500
16.00
44,500
325,209
Total
177,837
$
15.89
177,837
On September 26, 2017, the Board of Directors authorized the repurchase of up to
1,166,659
shares, or approximately 10% of its shares of common stock issued and outstanding as of September 18, 2017. The repurchase program permits shares to be repurchased in the open market or private transactions, through block trades, and pursuant to any trading plan that may be adopted in accordance with the SEC's Rule 10b5-1. As of
March 31, 2019
, a total of
841,450
shares, or
72.1%
percent of the shares authorized in the September 2017 stock repurchase plan, have been purchased at an average cost of
$16.05
per share, leaving
325,209
shares available for future purchases.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Not applicable.
50
Item 6. Exhibits
Exhibit
No.
Exhibit Description
Filed
Herewith
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act
X
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
X
32
Certification pursuant to Section 906 of the Sarbanes-Oxley Act
X
10.1*
First Federal Fiscal 2019 Cash Incentive Plan
X
10.2*
Form of First Federal Fiscal 2019 Cash Incentive Plan Participation Agreement
X
101
The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019, formatted in Extensible Business Reporting Language (XBRL): (1) Consolidated Balance Sheets; (2) Consolidated Statements of Income; (3) Consolidated Statements of Comprehensive Income ; (4) Consolidated Statements of Cash Flows; and (5) Selected Notes to Consolidated Financial Statements
* Denotes a management contract or compensatory plan or arrangement.
51
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.
FIRST NORTHWEST BANCORP
Date: May 7, 2019
/s/ Laurence J. Hueth
Laurence J. Hueth
President, Chief Executive Officer and Director
(Principal Executive Officer)
Date: May 7, 2019
/s/ Regina M. Wood
Regina M. Wood
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
52