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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)
-13.88%
Change (1 year)
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Annual Reports (10-K)
First Northwest Bancorp
Quarterly Reports (10-Q)
Financial Year FY2020 Q1
First Northwest Bancorp - 10-Q quarterly report FY2020 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, 2020
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
Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
Trading Symbol(s):
Name of each exchange on which registered:
Common Stock, par value $0.01 per share
FNWB
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
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
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of
May 1, 2020
, there were
10,428,963
shares of common stock, $0.01 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
34
Item 3 - Quantitative and Qualitative Disclosures About Market Risk
50
Item 4 - Controls and Procedures
50
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
51
Item 1A - Risk Factors
51
Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds
51
Item 3 - Defaults Upon Senior Securities
51
Item 4 - Mine Safety Disclosures
51
Item 5 - Other Information
51
Item 6 - Exhibits
53
SIGNATURES
54
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, 2020
December 31, 2019
Cash and due from banks
$
15,531
$
13,519
Interest-bearing deposits in banks
91,633
35,220
Investment securities available for sale, at fair value
317,520
315,580
Loans held for sale
4,531
503
Loans receivable (net of allowance for loan losses of $10,830 and $9,628)
899,154
878,437
Federal Home Loan Bank (FHLB) stock, at cost
7,581
6,034
Accrued interest receivable
4,124
3,931
Premises and equipment, net
14,231
14,342
Mortgage servicing rights, net
843
871
Bank-owned life insurance, net
30,355
30,027
Prepaid expenses and other assets
11,436
8,872
Total assets
$
1,396,939
$
1,307,336
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
$
1,063,905
$
1,001,645
Borrowings
150,021
112,930
Accrued interest payable
194
373
Accrued expenses and other liabilities
15,225
14,392
Advances from borrowers for taxes and insurance
443
1,145
Total liabilities
1,229,788
1,130,485
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 10,432,963 shares at March 31, 2020, and 10,731,639 shares at December 31, 2019
104
107
Additional paid-in capital
99,479
102,017
Retained earnings
85,549
86,156
Accumulated other comprehensive loss, net of tax
(8,256
)
(1,539
)
Unearned employee stock ownership plan (ESOP) shares
(9,725
)
(9,890
)
Total shareholders' equity
167,151
176,851
Total liabilities and shareholders' equity
$
1,396,939
$
1,307,336
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,
2020
2019
INTEREST INCOME
Interest and fees on loans receivable
$
9,836
$
10,092
Interest on mortgage-backed securities
959
1,257
Interest on investment securities
1,069
1,010
Interest on deposits and other
68
67
FHLB dividends
47
88
Total interest income
11,979
12,514
INTEREST EXPENSE
Deposits
2,138
1,924
Borrowings
434
990
Total interest expense
2,572
2,914
Net interest income
9,407
9,600
PROVISION FOR LOAN LOSSES
1,266
335
Net interest income after provision for loan losses
8,141
9,265
NONINTEREST INCOME
Loan and deposit service fees
881
905
Mortgage servicing fees, net of amortization
15
45
Net gain on sale of loans
383
87
Net gain on sale of investment securities
605
—
Increase in cash surrender value of bank-owned life insurance
328
143
Other income
106
71
Total noninterest income
2,318
1,251
NONINTEREST EXPENSE
Compensation and benefits
5,361
4,573
Data processing
690
631
Occupancy and equipment
1,351
1,108
Supplies, postage, and telephone
211
228
Regulatory assessments and state taxes
174
169
Advertising
272
143
Professional fees
400
298
FDIC insurance premium
—
77
FHLB prepayment penalty
210
—
Other
713
573
Total noninterest expense
9,382
7,800
INCOME BEFORE PROVISION FOR INCOME TAX
1,077
2,716
PROVISION FOR INCOME TAX
204
509
NET INCOME
$
873
$
2,207
Basic and diluted earnings per share
$
0.09
$
0.22
See selected notes to the consolidated financial statements.
4
FIRST NORTHWEST BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF
COMPREHENSIVE (LOSS) INCOME
(In thousands) (Unaudited)
Three Months Ended
March 31,
2020
2019
NET INCOME
$
873
$
2,207
Other comprehensive (loss) income, net of tax
Unrealized (loss) gain on securities:
Unrealized holding (loss) gain, net of tax (benefit) provis
ion of $(1,658) and $427, respectively
(6,239
)
1,603
Reclassification adjustment for net (gain) loss on sales of securities realized in income, net of taxes of $(127) and $0, respectively
(478
)
—
Other comprehensive (loss) income, net of tax
(6,717
)
1,603
COMPREHENSIVE (LOSS) INCOME
$
(5,844
)
$
3,810
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, 2020
and
2019
(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, 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
BALANCE, December 31, 2019
10,731,639
$
107
$
102,017
$
86,156
$
(9,890
)
$
(1,539
)
$
176,851
Net income
873
873
Common stock repurchased
(288,276
)
(3
)
(2,880
)
(947
)
(3,830
)
Restricted stock award forfeitures net of grants
(10,400
)
—
—
—
Other comprehensive loss, net of tax
(6,717
)
(6,717
)
Share-based compensation
304
304
ESOP shares committed to be released
38
165
203
Cash dividends declared and paid ($0.05 per share)
(533
)
(533
)
BALANCE, March 31, 2020
10,432,963
$
104
$
99,479
$
85,549
$
(9,725
)
$
(8,256
)
$
167,151
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,
2020
2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income
$
873
$
2,207
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization
338
333
Amortization and accretion of premiums and discounts on investments, net
477
458
(Accretion) amortization of deferred loan fees, net
(436
)
167
Amortization of mortgage servicing rights, net
82
66
Additions to mortgage servicing rights, net
(54
)
(20
)
Net increase (decrease) on the valuation allowance on mortgage servicing rights
—
(3
)
Provision for loan losses
1,266
335
Allocation of ESOP shares
203
207
Share-based compensation
304
283
Gain on sale of loans, net
(383
)
(87
)
Gain on sale of securities available for sale, net
(605
)
—
Increase in cash surrender value of life insurance, net
(328
)
(143
)
Origination of loans held for sale
(20,027
)
(4,420
)
Proceeds from loans held for sale
16,382
3,538
Change in assets and liabilities:
Increase in accrued interest receivable
(193
)
(66
)
Increase in prepaid expenses and other assets
(382
)
(3,916
)
Decrease in accrued interest payable
(179
)
(242
)
Increase in accrued expenses and other liabilities
833
6,949
Net cash from operating activities
(1,829
)
5,646
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of securities available for sale
(66,372
)
—
Proceeds from maturities, calls, and principal repayments of securities available for sale
15,984
6,108
Proceeds from sales of securities available for sale
40,073
—
Proceeds from maturities, calls, and principal repayments of securities held to maturity
—
434
(Purchase) redemption of FHLB stock
(1,547
)
—
Net increase in loans receivable
(21,943
)
(19,845
)
Purchase of premises and equipment, net
(227
)
(33
)
Net cash from investing activities
(34,032
)
(13,336
)
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,
2020
2019
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in deposits
$
62,260
$
12,495
Net increase (decrease) in advances from the FHLB
37,091
(1,378
)
Net (decrease) increase in advances from borrowers for taxes and insurance
(702
)
1,064
Dividends paid
(533
)
(331
)
Repurchase of common stock
(3,830
)
(2,826
)
Net cash from financing activities
94,286
9,024
NET INCREASE IN CASH AND CASH EQUIVALENTS
58,425
1,334
CASH AND CASH EQUIVALENTS, beginning of period
48,739
26,323
CASH AND CASH EQUIVALENTS, end of period
$
107,164
$
27,657
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the year for:
Interest on deposits and borrowings
$
2,751
$
3,156
NONCASH INVESTING ACTIVITIES
Unrealized (loss) gain on securities available for sale
$
(8,502
)
$
2,030
Loans transferred to real estate owned and repossessed assets, net of deferred loan fees and allowance for loan losses
$
396
$
74
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, King, 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, 2019
. 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 end from June 30 to December 31 effective December 31, 2017. Operating results for the
three months ended
March 31, 2020
, 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 has included additional information where appropriate.
Recently adopted accounting pronouncements
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
9
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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 did not 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, did not have a material impact on the Company’s financial statements.
In March 2020, the FASB issued ASU No. 2020-03,
Codification Improvements to Financial Instruments
. The amendments represent clarification and improvements to the codification and correct unintended application. This standard was effective immediately upon issuance and its adoption did not have a material effect on the Company’s financial statements.
Recently issued accounting pronouncements not yet adopted
Credit Losses
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.
Additional updates were issued in ASU No. 2019-04,
Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging (Topic 825), Financial Instruments
. This ASU clarifies and improves guidance related to the previously issued standards on credit losses, hedging and recognition and measurement of financial instruments. The amendments provide entities with various measurement alternatives and policy elections related to accounting for credit losses and accrued interest receivable balances. Entities are also able to elect a practical expedient to separately disclose the total amount of accrued interest included in the amortized cost basis as a single balance to meet certain disclosure requirements. The amendments clarify that the estimated allowance for credit losses should include all expected recoveries of financial assets and trade receivables that were previously written off and expected to be written off. The amendments also allow entities to use projections of future interest rate environments when using a discounted cash flow method to measure expected credit losses on variable-rate financial instruments.
In addition, new updates were issued through ASU No. 2019-05,
Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief
. This amendment allows entities to elect the fair value option on certain financial instruments. On adoption, an entity is allowed to irrevocably elect the fair value option on an instrument-by-instrument basis. This alternative is available for all instruments in the scope of Subtopic 326-20 except for existing held-to-maturity debt securities. If an entity
10
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
elects the fair value option, the difference between the instrument’s fair value and carrying amount is recognized as a cumulative-effect adjustment.
In November 2019, the FASB issued ASU 2019-10 which defers the effective date for this guidance for smaller reporting companies from the interim and annual periods beginning after December 15, 2020 to the interim and annual periods beginning after December 15, 2022. Early adoption is permitted for interim and annual periods beginning after December 15, 2018. The Company plans to defer adoption of CECL until January 1, 2023.
The Company is evaluating the provisions of ASU No. 2016-13, ASU No. 2019-04 and ASU No. 2019-05, and will closely monitor developments and additional guidance to determine the potential impact on the Company’s consolidated financial statements. At this time, we cannot reasonably estimate the impact the implementation of these ASUs 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.
Other Pronouncements
In December 2019, FASB issued ASU No. 2019-12,
Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes
. ASU 2019-12 simplifies various aspects related to accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The standard also clarifies and amends existing guidance to improve consistent application. This ASU, which is effective for fiscal years beginning after December 15, 2020, is not expected to have a material impact on the Company's financial statements. Early adoption is permitted.
In January 2020, the FASB issued ASU No. 2020-01,
Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)-Clarifying the Interactions between Topic 321, Topic 323, and Topic 815
. ASU 2020-01 clarifies the interaction between accounting standards related to equity securities, equity method investments, and certain derivatives including accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. The ASU, which is effective for fiscal years beginning after December 15, 2020, is not expected to have a material effect on the Company's financial statements.
In March 2020, the FASB issued ASU No. 2020-04
Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting
. ASU 2020-04 provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The amendments are effective for the Company as of March 12, 2020 through December 31, 2022. The Company does not believe this standard will have a material impact on its 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, 2020
are summarized as follows:
Amortized Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
(In thousands)
Available for Sale
Municipal bonds
$
52,238
$
708
$
(692
)
$
52,254
U.S. government agency issued asset-backed securities (ABS agency)
46,495
403
(4,773
)
42,125
Corporate issued asset-backed securities (ABS corporate)
41,716
—
(7,643
)
34,073
Corporate issued debt securities (Corporate debt)
9,986
49
(596
)
9,439
U.S. Small Business Administration securities (SBA)
25,185
190
(12
)
25,363
Mortgage-backed securities:
U.S. government agency issued mortgage-backed securities (MBS agency)
142,881
2,806
(548
)
145,139
Corporate issued mortgage-backed securities (MBS corporate)
9,469
—
(342
)
9,127
Total securities available for sale
$
327,970
$
4,156
$
(14,606
)
$
317,520
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, 2019
, are summarized as follows:
Amortized Cost
Gross
Unrealized Gains
Gross
Unrealized Losses
Estimated
Fair Value
(In thousands)
Available for Sale
Municipal bonds
$
39,524
$
125
$
(367
)
$
39,282
ABS agency
29,796
—
(938
)
28,858
ABS corporate
41,728
—
(873
)
40,855
Corporate debt
9,986
—
(343
)
9,643
SBA
28,423
72
(36
)
28,459
Mortgage-backed securities:
MBS agency
159,697
811
(341
)
160,167
MBS corporate
8,374
—
(58
)
8,316
Total securities available for sale
$
317,528
$
1,008
$
(2,956
)
$
315,580
12
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
March 31, 2020
:
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
$
(692
)
$
20,954
$
—
$
—
$
(692
)
$
20,954
ABS agency
(450
)
9,536
(4,323
)
21,499
(4,773
)
31,035
ABS corporate
(202
)
3,678
(7,441
)
30,395
(7,643
)
34,073
Corporate debt
—
—
(596
)
4,404
(596
)
4,404
SBA
—
—
(12
)
4,101
(12
)
4,101
Mortgage-backed securities:
MBS agency
(547
)
32,889
(1
)
807
(548
)
33,696
MBS corporate
(62
)
2,216
(280
)
6,911
(342
)
9,127
Total available for sale
$
(1,953
)
$
69,273
$
(12,653
)
$
68,117
$
(14,606
)
$
137,390
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, 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
$
(367
)
$
29,928
$
—
$
—
$
(367
)
$
29,928
ABS agency
(59
)
3,855
(879
)
25,002
(938
)
28,857
ABS corporate
(31
)
3,848
(842
)
37,007
(873
)
40,855
Corporate debt
(17
)
4,983
(326
)
4,660
(343
)
9,643
SBA
—
—
(36
)
15,034
(36
)
15,034
Mortgage-backed securities:
MBS agency
(166
)
18,744
(175
)
47,463
(341
)
66,207
MBS corporate
—
—
(58
)
8,316
(58
)
8,316
Total available for sale
$
(640
)
$
61,358
$
(2,316
)
$
137,482
$
(2,956
)
$
198,840
The Company may hold certain investment securities in an unrealized loss position that are not considered other than temporarily impaired ("OTTI"). At
March 31, 2020
and
December 31, 2019
, there were
41
and
62
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, market demand, and related volatility, rather than credit quality, that has occurred since the initial purchase, and such unrecognized losses or gains will continue to vary with general interest rate level and market 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, 2020
and
2019
.
13
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, 2020
Available-for-Sale
Amortized Cost
Estimated Fair Value
(In thousands)
Mortgage-backed securities:
Due within one year
$
—
$
—
Due after one through five years
6,179
6,264
Due after five through ten years
7,077
7,404
Due after ten years
139,094
140,598
Total mortgage-backed securities
152,350
154,266
All other investment securities:
Due within one year
—
—
Due after one through five years
3,040
3,096
Due after five through ten years
49,249
44,707
Due after ten years
123,331
115,451
Total all other investment securities
175,620
163,254
Total investment securities
$
327,970
$
317,520
December 31, 2019
Available-for-Sale
Amortized Cost
Estimated Fair Value
(In thousands)
Mortgage-backed securities:
Due within one year
$
—
$
—
Due after one through five years
13,360
13,391
Due after five through ten years
6,261
6,257
Due after ten years
148,450
148,835
Total mortgage-backed securities
168,071
168,483
All other investment securities:
Due within one year
—
—
Due after one through five years
2,043
2,084
Due after five through ten years
58,460
57,680
Due after ten years
88,954
87,333
Total all other investment securities
149,457
147,097
Total investment securities
$
317,528
$
315,580
14
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,
2020
2019
(In thousands)
Proceeds from sales
$
40,073
$
—
Gross realized gains
637
—
Gross realized losses
(32
)
—
Note 3 - Loans Receivable
Loans receivable consisted of the following at the dates indicated:
March 31, 2020
December 31, 2019
(In thousands)
Real Estate:
One-to-four family
$
302,688
$
306,014
Multi-family
88,794
96,098
Commercial real estate
260,321
255,722
Construction and land
48,565
37,187
Total real estate loans
700,368
695,021
Consumer:
Home equity
35,260
35,046
Auto and other consumer
114,194
112,119
Total consumer loans
149,454
147,165
Commercial business loans
55,853
41,571
Total loans
905,675
883,757
Less:
Net deferred loan fees
433
206
Premium on purchased loans, net
(4,742
)
(4,514
)
Allowance for loan losses
10,830
9,628
Total loans receivable, net
$
899,154
$
878,437
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.
15
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, 2020
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
$
3,024
$
888
$
2,243
$
399
$
454
$
2,261
$
208
$
151
$
9,628
Provision for loan losses
319
35
479
191
(6
)
176
42
30
1,266
Charge-offs
—
—
—
—
—
(134
)
—
—
(134
)
Recoveries
53
—
—
2
1
14
—
—
70
Ending balance
$
3,396
$
923
$
2,722
$
592
$
449
$
2,317
$
250
$
181
$
10,830
At March 31, 2020
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
$
3,396
$
923
$
2,722
$
592
$
449
$
2,317
$
250
$
181
$
10,830
General reserve
3,363
922
2,713
591
443
2,263
245
181
10,721
Specific reserve
33
1
9
1
6
54
5
—
109
Total loans
$
302,688
$
88,794
$
260,321
$
48,565
$
35,260
$
114,194
$
55,853
$
—
$
905,675
Loans collectively evaluated
(1)
299,947
88,391
258,451
48,537
34,971
113,485
55,590
—
899,372
Loans individually evaluated
(2)
2,741
403
1,870
28
289
709
263
—
6,303
(1)
Loans collectively evaluated for general reserves.
(2)
Loans individually evaluated for specific reserves.
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
ALLL:
(In thousands)
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
16
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
At December 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
$
3,024
$
888
$
2,243
$
399
$
454
$
2,261
$
208
$
151
$
9,628
General reserve
2,993
887
2,235
399
439
2,119
203
151
9,426
Specific reserve
31
1
8
—
15
142
5
—
202
Total loans
$
306,014
$
96,098
$
255,722
$
37,187
$
35,046
$
112,119
$
41,571
$
—
$
883,757
Loans collectively evaluated
(1)
303,026
95,991
253,839
37,158
34,775
111,271
41,308
—
877,368
Loans individually evaluated
(2)
2,988
107
1,883
29
271
848
263
—
6,389
(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. 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.
17
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, 2020
December 31, 2019
Recorded Investment
Unpaid Principal Balance
Related Allowance
Recorded Investment
Unpaid Principal Balance
Related Allowance
(In thousands)
With no allowance recorded:
One-to-four family
$
72
$
99
$
—
$
297
$
332
$
—
Multi-family
296
296
—
—
—
—
Commercial real estate
1,227
1,310
—
1,240
1,320
—
Construction and land
—
32
—
—
33
—
Home equity
42
114
—
45
110
—
Auto and other consumer
—
271
—
251
548
—
Commercial business
—
—
—
—
—
—
Total
1,637
2,122
—
1,833
2,343
—
With an allowance recorded:
One-to-four family
2,669
2,884
33
2,691
2,911
31
Multi-family
107
107
1
107
107
1
Commercial real estate
643
643
9
643
643
8
Construction and land
28
28
1
29
29
—
Home equity
247
307
6
226
286
15
Auto and other consumer
709
818
54
597
690
142
Commercial business
263
263
5
263
263
5
Total
4,666
5,050
109
4,556
4,929
202
Total impaired loans:
One-to-four family
2,741
2,983
33
2,988
3,243
31
Multi-family
403
403
1
107
107
1
Commercial real estate
1,870
1,953
9
1,883
1,963
8
Construction and land
28
60
1
29
62
—
Home equity
289
421
6
271
396
15
Auto and other consumer
709
1,089
54
848
1,238
142
Commercial business
263
263
5
263
263
5
Total
$
6,303
$
7,172
$
109
$
6,389
$
7,272
$
202
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:
Three Months Ended
March 31, 2020
Average Recorded Investment
Interest Income Recognized
(In thousands)
With no allowance recorded:
One-to-four family
$
108
$
1
Multi-family
99
—
Commercial real estate
1,231
15
Home equity
42
3
Auto and other consumer
—
10
Commercial business
—
—
Total
1,480
29
With an allowance recorded:
One-to-four family
2,676
64
Multi-family
305
—
Commercial real estate
643
—
Construction and land
28
2
Home equity
248
6
Auto and other consumer
689
17
Commercial business
263
—
Total
4,852
89
Total impaired loans:
One-to-four family
2,784
65
Multi-family
404
—
Commercial real estate
1,874
15
Construction and land
28
2
Home equity
290
9
Auto and other consumer
689
27
Commercial business
263
—
Total
$
6,332
$
118
Interest income recognized on a cash basis on impaired loans for the
three months ended
March 31, 2020
, was
$76,000
.
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
March 31, 2019
Average Recorded Investment
Interest Income Recognized
(In thousands)
With no allowance recorded:
One-to-four family
$
304
$
5
Commercial real estate
1,296
12
Construction and land
—
—
Home equity
324
10
Auto and other consumer
—
7
Total
1,924
34
With an allowance recorded:
One-to-four family
2,831
68
Multi-family
110
1
Commercial real estate
663
7
Construction and land
53
2
Home equity
300
7
Auto and other consumer
263
7
Commercial business
328
5
Total
4,548
97
Total impaired loans:
One-to-four family
3,135
73
Multi-family
110
1
Commercial real estate
1,959
19
Construction and land
53
2
Home equity
624
17
Auto and other consumer
263
14
Commercial business
328
5
Total
$
6,472
$
131
Interest income recognized on a cash basis on impaired loans for the
three months ended
March 31, 2019
, was
$92,000
.
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, 2020
December 31, 2019
(In thousands)
One-to-four family
$
467
$
698
Multi-family
297
—
Commercial real estate
106
109
Construction and land
28
29
Home equity
133
112
Auto and other consumer
709
848
Commercial business
—
—
Total nonaccrual loans
$
1,740
$
1,796
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, 2020
and
December 31, 2019
.
The following table presents past due loans, net of partial loan charge-offs, by class, as of
March 31, 2020
:
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
$
1,791
$
—
$
—
$
1,791
$
300,897
$
302,688
Multi-family
—
107
297
404
88,390
88,794
Commercial real estate
—
643
—
643
259,678
260,321
Construction and land
689
—
—
689
47,876
48,565
Total real estate loans
2,480
750
297
3,527
696,841
700,368
Consumer:
Home equity
13
12
24
49
35,211
35,260
Auto and other consumer
2,157
324
380
2,861
111,333
114,194
Total consumer loans
2,170
336
404
2,910
146,544
149,454
Commercial business loans
417
263
—
680
55,173
55,853
Total loans
$
5,067
$
1,349
$
701
$
7,117
$
898,558
$
905,675
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, 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
$
928
$
92
$
116
$
1,136
$
304,878
$
306,014
Multi-family
—
—
—
—
96,098
96,098
Commercial real estate
—
—
—
—
255,722
255,722
Construction and land
38
—
—
38
37,149
37,187
Total real estate loans
966
92
116
1,174
693,847
695,021
Consumer:
Home equity
299
24
—
323
34,723
35,046
Auto and other consumer
1,423
370
614
2,407
109,712
112,119
Total consumer loans
1,722
394
614
2,730
144,435
147,165
Commercial business loans
—
115
—
115
41,456
41,571
Total loans
$
2,688
$
601
$
730
$
4,019
$
879,738
$
883,757
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 certain 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 enough 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, 2020
, by class of loans:
Pass
Watch
Special Mention
Substandard
Total
(In thousands)
Real Estate:
One-to-four family
$
297,391
$
3,455
$
1,206
$
636
$
302,688
Multi-family
88,390
—
107
297
88,794
Commercial real estate
256,166
94
2,782
1,279
260,321
Construction and land
37,987
10,353
186
39
48,565
Total real estate loans
679,934
13,902
4,281
2,251
700,368
Consumer:
Home equity
34,196
712
127
225
35,260
Auto and other consumer
108,858
3,806
759
771
114,194
Total consumer loans
143,054
4,518
886
996
149,454
Commercial business loans
53,894
60
570
1,329
55,853
Total loans
$
876,882
$
18,480
$
5,737
$
4,576
$
905,675
The following table represents the internally assigned grade as of
December 31, 2019
, by class of loans:
Pass
Watch
Special Mention
Substandard
Total
(In thousands)
Real Estate:
One-to-four family
$
301,312
$
2,685
$
1,148
$
869
$
306,014
Multi-family
95,694
—
107
297
96,098
Commercial real estate
251,531
97
2,800
1,294
255,722
Construction and land
35,897
1,184
77
29
37,187
Total real estate loans
684,434
3,966
4,132
2,489
695,021
Consumer:
Home equity
34,260
470
89
227
35,046
Auto and other consumer
107,327
3,243
594
955
112,119
Total consumer loans
141,587
3,713
683
1,182
147,165
Commercial business loans
39,653
376
263
1,279
41,571
Total loans
$
865,674
$
8,055
$
5,078
$
4,950
$
883,757
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, 2020
, by class of loans:
Nonperforming
Performing
Total
(In thousands)
Real Estate:
One-to-four family
$
467
$
302,221
$
302,688
Multi-family
297
88,497
88,794
Commercial real estate
106
260,215
260,321
Construction and land
28
48,537
48,565
Consumer:
Home equity
133
35,127
35,260
Auto and other consumer
709
113,485
114,194
Commercial business
—
55,853
55,853
Total loans
$
1,740
$
903,935
$
905,675
The following table represents the credit risk profile based on payment activity as of
December 31, 2019
, by class of loans:
Nonperforming
Performing
Total
(In thousands)
Real Estate:
One-to-four family
$
698
$
305,316
$
306,014
Multi-family
—
96,098
96,098
Commercial real estate
109
255,613
255,722
Construction and land
29
37,158
37,187
Consumer:
Home equity
112
34,934
35,046
Auto and other consumer
848
111,271
112,119
Commercial business
—
41,571
41,571
Total loans
$
1,796
$
881,961
$
883,757
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.
The following table is a summary of information pertaining to TDR loans included in impaired loans at the dates indicated:
March 31, 2020
December 31, 2019
(In thousands)
Total TDR loans
$
3,523
$
3,544
Allowance for loan losses related to TDR loans
44
41
Total nonaccrual TDR loans
81
81
24
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
There were
no
newly restructured and renewals or modifications of existing TDR loans that occurred during the three months ended
March 31, 2020
or
March 31, 2019
.
There were
no
TDR loans which incurred a payment default within 12 months of the restructure date during the
three months ended
March 31, 2020
.
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
No
additional funds were committed to be advanced in connection with impaired loans at
March 31, 2020
.
The following table presents TDR loans by class at the dates indicated by accrual and nonaccrual status.
March 31, 2020
December 31, 2019
Accrual
Nonaccrual
Total
Accrual
Nonaccrual
Total
(In thousands)
One-to-four family
$
2,273
$
81
$
2,354
$
2,290
$
81
$
2,371
Multi-family
107
—
107
107
—
107
Commercial real estate
642
—
642
643
—
643
Home equity
157
—
157
160
—
160
Commercial business
263
—
263
263
—
263
Total TDR loans
$
3,442
$
81
$
3,523
$
3,463
$
81
$
3,544
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, 2020
and
December 31, 2019
, were
$106.1 million
and
$93.5 million
, respectively. Deposits and weighted-average interest rates at the dates indicated are as follows:
March 31, 2020
December 31, 2019
Amount
Weighted-Average Interest Rate
Amount
Weighted-Average Interest Rate
(Dollars in thousands)
Savings
$
165,747
0.72%
$
168,983
0.86%
Transaction accounts
286,283
0.01%
276,496
0.03%
Money market accounts
253,198
0.48%
248,086
0.46%
Certificates of deposit
358,677
1.67%
308,080
1.85%
$
1,063,905
0.79%
$
1,001,645
0.84%
25
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Maturities of certificates at the dates indicated are as follows:
March 31, 2020
December 31, 2019
(In thousands)
Within one year or less
$
289,742
$
241,127
After one year through two years
44,215
42,274
After two years through three years
9,772
11,167
After three years through four years
7,864
6,593
After four years through five years
7,084
6,919
After five years
—
—
$
358,677
$
308,080
Brokered certificates of deposits of
$90.4 million
and
$51.6 million
are included in the
March 31, 2020
and
December 31, 2019
certificate of deposits totals above, respectively.
Deposits at
March 31, 2020
and
December 31, 2019
, included
$68.7 million
and
$57.4 million
, respectively, in public fund deposits. Investment securities with a carrying value of
$32.1 million
and
$35.5 million
were pledged as collateral for these deposits at
March 31, 2020
and
December 31, 2019
, respectively. This exceeds the minimum collateral requirements established by the Washington Public Deposit Protection Commission.
Interest on deposits by type for the periods shown was as follows:
Three Months Ended
March 31,
2020
2019
(In thousands)
Savings
$
340
$
316
Transaction accounts
19
36
Insured money market accounts
356
320
Certificates of deposit
1,423
1,252
$
2,138
$
1,924
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.
The effective tax rates were
18.9%
and
18.7%
for the
three months ended
March 31, 2020
and
2019
, respectively. The effective tax rates differ from the statutory maximum federal tax rate for 2019 and 2018 of 21%, largely due to the nontaxable earnings on bank owned life insurance and tax-exempt interest income earned on certain investment securities and loans.
26
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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.
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, 2020
and
2019
.
Three Months Ended
March 31,
2020
2019
(In thousands, except share data)
Numerator:
Net income
$
873
$
2,207
Denominator:
Basic weighted average common shares outstanding
9,624,727
9,973,125
Dilutive restricted stock grants
51,650
77,143
Diluted weighted average common shares outstanding
9,676,377
10,050,268
Basic earnings per share
$
0.09
$
0.22
Diluted earnings per share
$
0.09
$
0.22
Unallocated ESOP shares are not included as outstanding for either basic or diluted earnings per share calculations. As of
March 31, 2020
and
2019
, there were
780,785
and
833,782
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
16,256
and
zero
restricted stock award anti-dilutive weighted-average shares for the
three months ended
March 31, 2020
and
2019
, 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.
No
principal or interest was paid by the ESOP during the
three months ended
March 31, 2020
.
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
27
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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, 2020
and
2019
, was
$151,000
and
$207,000
, respectively.
Shares issued to the ESOP as of the dates indicated are as follows:
March 31, 2020
December 31, 2019
(Dollars in thousands)
Allocated shares
253,987
253,987
Committed to be released shares
13,257
—
Unallocated shares
780,785
794,042
Total ESOP shares issued
1,048,029
1,048,029
Fair value of unallocated shares
$
8,487
$
14,396
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, 2020
, there were
1,322,050
total shares available for grant under the 2015 EIP, including
12,014
shares available to be granted as restricted stock.
During the
three months ended
March 31, 2020
,
35,100
shares of restricted stock were awarded and
no
stock options were granted. There were
no
shares of restricted stock awarded during the three and
three months ended
March 31, 2019
. Awarded shares of restricted stock vest ratably over
five years
from the date of grant provided 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, 2020
and
2019
, total compensation expense for the 2015 EIP was
$304,000
and
$283,000
, respectively.
Included in the above compensation expense for the
three months ended
March 31, 2020
and
2019
, directors' compensation was
$85,000
and
$85,000
, respectively.
The following table provide a summary of changes in non-vested restricted stock awards for the period shown:
For the Three Months Ended
March 31, 2020
Shares
Weighted-Average Grant Date Fair Value
Non-vested at January 1, 2020
264,300
$
14.60
Granted
35,100
16.22
Forfeited
(45,500
)
13.31
Non-vested at March 31, 2020
253,900
15.05
28
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
As of
March 31, 2020
, there was
$3.1 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
3.46
years.
Subsequent to quarter-end, on May 5, 2020, the Company's shareholders approved the First Northwest Bancorp 2020 Equity Incentive Plan (the "2020 EIP"), which provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock shares or restricted stock units, and performance share awards to eligible participants. The cost of awards under the 2020 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 2020 EIP is
520,000
. The 2020 EIP provides for the use of authorized but unissued shares or shares that have been reacquired by First Northwest to fund share-based awards. The 2020 EIP is separate from the 2015 EIP. The adoption of the 2020 EIP neither affects nor is affected by the continued existence of the 2015 EIP, except that after May 5, 2020, no further awards will be granted under the 2015 EIP.
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 an instrument, assumptions must be made to determine their fair value. Such instruments are classified as Level 3.
29
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 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, 2020
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
$
—
$
52,254
$
—
$
52,254
ABS agency
—
42,125
—
42,125
ABS corporate
—
34,073
—
34,073
Corporate debt
—
9,439
—
9,439
SBA
—
25,363
—
25,363
MBS agency
—
145,139
—
145,139
MBS corporate
—
9,127
—
9,127
$
—
$
317,520
$
—
$
317,520
December 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
$
—
$
39,282
$
—
$
39,282
ABS agency
—
28,858
—
28,858
ABS corporate
—
40,855
—
40,855
Corporate debt
—
9,643
—
9,643
SBA
—
28,459
—
28,459
MBS agency
—
160,167
—
160,167
MBS corporate
—
8,316
—
8,316
$
—
$
315,580
$
—
$
315,580
Assets and liabilities measured at fair value on a nonrecurring basis
- Assets are considered to be 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.
30
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, 2020
Level 1
Level 2
Level 3
Total
(In thousands)
Impaired loans
$
—
$
—
$
6,303
$
6,303
December 31, 2019
Level 1
Level 2
Level 3
Total
(In thousands)
Impaired loans
$
—
$
—
$
6,389
$
6,389
At
March 31, 2020
and
December 31, 2019
, 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, 2020
Carrying Amount
Estimated Fair Value
Fair Value Measurements Using:
Level 1
Level 2
Level 3
(In thousands)
Financial assets
Cash and cash equivalents
$
107,164
$
107,164
$
107,164
$
—
$
—
Investment securities available for sale
317,520
317,520
—
317,520
—
Loans held for sale
4,531
4,531
—
4,531
—
Loans receivable, net
899,154
894,671
—
—
894,671
FHLB stock
7,581
7,581
—
7,581
—
Accrued interest receivable
4,124
4,124
—
4,124
—
Mortgage servicing rights, net
843
1,160
—
—
1,160
Financial liabilities
Demand deposits
$
705,228
$
705,228
$
705,228
$
—
$
—
Time deposits
358,677
361,726
—
361,726
—
Borrowings
150,021
151,073
—
151,073
—
Accrued interest payable
194
194
—
194
—
31
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
December 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
$
48,739
$
48,739
$
48,739
$
—
$
—
Investment securities available for sale
315,580
315,580
—
315,580
—
Loans held for sale
503
503
—
503
—
Loans receivable, net
878,437
858,101
—
—
858,101
FHLB stock
6,034
6,034
—
6,034
—
Accrued interest receivable
3,931
3,931
—
3,931
—
Mortgage servicing rights, net
871
1,486
—
—
1,486
Financial liabilities
Demand deposits
$
693,565
$
693,565
$
693,565
$
—
$
—
Time deposits
308,080
308,819
—
308,819
—
Borrowings
112,930
113,076
—
113,076
—
Accrued interest payable
373
373
—
373
—
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, 2020
, 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 - Subsequent Event
As one of the first regions to experience COVID-19 infections, Washington State moved quickly to mandate business closures and implement quarantine measures. Consequently, the Company incorporated several COVID-19 pandemic measures to assist the communities we serve. We are actively assisting customers and supporting the businesses in our communities. Our loan officers are contacting borrowers who are affected by declining economic activity, offering their assistance with payment deferrals and interest only payment options. Additionally, we continue to help our small business borrowers navigate the Small Business Administration’s Paycheck Protection Program. We processed approximately
$29.1
32
FIRST NORTHWEST BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
million
of PPP loans for more than
377
customers in SBA PPP loan fundings as of May 7, 2020, with an average loan amount approved of approximately
$77,000
. Payments by borrowers on these loans begin six months after the note date, and interest, at
1%
, will continue to accrue during the six-month deferment. Loans can be forgiven in whole or part (up to full principal and any accrued interest).
The success of our banking operation relies entirely on the safety and well-being of our employees and customers. On March 20, 2020, we began restricting lobby activities at all branches to appointment only and encouraged the use of drive-up services, ITM/ATM machines, digital banking applications and our contact center. On March 23, 2020, the State of Washington announced the Stay Home, Stay Healthy order for all residents, resulting in the closing of businesses or a substantial reduction in business activity. Nearly 70% of our staff are able to work remotely, and we will continue operating in this manner until the mandated Stay Home, Stay Healthy order is lifted by the State of Washington.
33
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;
•
estimates of our risks and future costs and benefits; and
•
statements concerning the potential effects of the COVID-19 pandemic on the Bank's business and financial results and conditions.
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:
•
developments and changes in Federal and state laws and regulations, such as the recently enacted Coronavirus Aid Relief and Economic Security Act (“CARES Act”) addressing the economic effects of the COVID-19 pandemic and increased regulation of the banking industry through legislative action and revised rules and standards applied by the Federal Reserve Board, the Federal Deposit Insurance Corporation and the Washington Department of Financial Institutions;
•
changes in general economic conditions, either nationally or in our market area, that are worse than expected;
•
changes in policy and regulation as it pertains to the Small Business Administration’s Paycheck Protection Program (“PPP”) and the bank’s participation as a lender in the PPP and similar program and its effect on the Bank’s liquidity, financial results, business and customers, including the availability of program funds and the ability of customers to comply with the requirements and otherwise perform with respect to loans obtained under such programs.
•
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;
34
•
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;
•
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, 2019
.
Further, statements about the potential effects of the COVID-19 pandemic on the Bank’s businesses and financial results and condition may constitute forward-looking statements and are subject to the risk that the actual effects may differ, possibly materially, from what is reflected in those forward-looking statements due to factors and future developments that are uncertain, unpredictable and in many cases beyond the Bank’s control, including the scope and duration of the pandemic, actions taken by governmental authorities in response to the pandemic, and the direct and indirect impact of the pandemic on the Bank, its customers and third parties.
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 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 anticipate or predict. 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. Due to 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 is a bank holding company which primarily engages in the business activity of its subsidiary, First Federal. First Federal is a community-oriented financial institution serving Clallam, Jefferson, Kitsap, Whatcom, and King counties in Washington, through its Seattle lending center and ten full-service branches. 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 adding additional value-added products, enhancing existing services and digital service delivery channels, and enhancing our infrastructure to support 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 concentration of first lien one- to four-family mortgage loans, over the past five years, we increased our origination and portfolio balances of commercial real estate, multi-family real estate, and have increased our auto and consumer loans, through indirect auto lending and purchased auto loan programs, in order to diversify our asset portfolio and increase interest income. We continue to originate one- to four-family residential mortgage loans and regularly sell conforming loans into the secondary market to increase noninterest income and improve our interest rate risk. We also retain one- to four-family first and second lien 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. We also
35
borrow funds, typically from the Federal Home Loan Bank of Des Moines, which provides additional funding and interest rate risk tools to the Bank.
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 several factors, including interest rates paid on competing time deposits, alternative investment options available to our customers, account maturities, the number and quality of our deposit originators, digital delivery systems, marketing and promotion, and the overall level of personal income and savings. Lending activities are influenced by the demand for funds, our credit policies, the number and quality of our lenders and credit underwriters, digital delivery systems, and regional economic cycles.
Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest income earned on our loans and investments and interest expense paid on our deposits and borrowings. Changes in levels of interest rates and cash flows from existing assets and liabilities 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, investment services income, 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 losses inherent in our loan portfolio through our allowance for loan losses. 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 income.
The noninterest expenses we incur in operating our business consist of salaries and employee benefit costs, occupancy and equipment expenses, federal deposit insurance premiums and regulatory assessments, data processing expenses, advertising and promotion expenses, marketing and promotion expenses, expenses related to real estate and personal property owned and other miscellaneous expenses.
COVID-19 Pandemic.
In late 2019 and early 2020, the COVID-19 pandemic manifested its impact on individuals, companies, and governmental entities around the world. It significantly impacted the global economy and created a challenging operating environment. As economic conditions deteriorated in mid-March 2020 as a result of the COVID-19 pandemic, we responded in several ways. Some of the key adjustments and developments include the following:
•
For our employees:
◦
Enhancing the ability of our employees to work remotely, adjusting branch operating hours and restricting lobby access in most cases.
◦
Providing significant support to employees by granting an increase in flexibility with paid leave, temporarily adjusting vacation policies, and increasing the cleaning of facilities to enable a safer environment for those employees that are not able to work from home.
◦
Increasing compensation for hourly employees and providing additional compensation for exempt employees below the level of Senior Vice President.
•
For our customers and communities:
◦
Offering short-term loan payment and fee forbearance programs. May borrowers requested and received temporary forbearance from obligations to assist them with the expected shortage in their near-term cash flow.
◦
Facilitating government programs like the Small Business Administration's Paycheck Protection Program ("SBA PPP").
◦
Investing in our communities. We plan to use a portion of the proceeds received from the SBA PPP loans and invest in the communities we serve.
•
For our shareholders and regulators:
◦
Maintaining our capital ratios at strong levels and materially increasing our provision for loan losses to $1.3 million for the first quarter of 2020, compared to $669,000 for all of 2019.
◦
Increasing on balance sheet liquidity, specifically Cash and Cash Equivalents increased by $58.4 million, a 120% increase over December 31, 2019.
On March 23, 2020, the State of Washington announced the Stay Home, Stay Healthy order for all residents, resulting in the closing of businesses or a substantial reduction in business activity. The sectors that have been most heavily impacted include hospitality; restaurant and food services; lessors of commercial real estate to hospitality, restaurant, and retail establishments; and professional services. At March 31, 2020, the Company’s exposure as a percent of the total loan portfolio to these industries was 5.6%, 0.2%, 5.3%, and 1.6%, respectively.
36
Subsequent to March 31, 2020, we provided assistance to many small businesses through the SBA's Paycheck Protection Program. This program provides small businesses with funds to pay up to eight weeks of payroll costs including benefits. A portion of the funds can also be used to pay interest on mortgages, rent, and utilities.
We processed approximately $29.1 million of PPP loans for more than 377 customers in SBA PPP loan fundings as of May 7, 2020. The average loan amount approved was approximately $77,000. Payments by borrowers on these loans begin six months after the note date, and interest, at 1%, will continue to accrue during the six-month deferment. Loans can be forgiven in whole or part (up to full principal and any accrued interest).
Loan processing fees paid to the Bank from the SBA are accounted for as loan origination fees. Net deferred fees are recognized over the life of the loan, or two years, as a yield adjustment on the loans. If a loan is paid off or forgiven by the SBA prior to its maturity date, the remaining unamortized deferred fees will be recognized in interest income at that time. At such time that any of these loans are forgiven or repaid before the scheduled maturity, we expect an increase in interest income and the net interest margin during that period.
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, 2019
.
Comparison of Financial Condition at
March 31, 2020
and
December 31, 2019
Assets
.
Total assets increased to
$1.40 billion
at
March 31, 2020
from
$1.31 billion
at
December 31, 2019
.
Total loans, excluding loans held for sale, increased
$21.9 million
to
$905.7 million
at
March 31, 2020
, from
$883.8 million
at
December 31, 2019
. During the
three months ended
March 31, 2020
, one- to four-family residential loans declined
$3.3 million
, due to repayment and secondary market sale activity exceeding new originations held in portfolio. Multi-family loans decreased
$7.3 million
, due to prepayment activity outpacing new loan originations. Commercial real estate loans increased by
$4.6 million
as we continue to build our lending presence in King and Whatcom Counties as well as in our legacy markets. Auto and other consumer and construction and land loans increased
$2.1 million
and
$11.4 million
, respectively, as we maintain our specialty auto loan portfolio and fund construction loan commitments. Competition for quality commercial credits remains; however, impacts of the COVID-19 pandemic is impacting both the supply and demand for credit. An increase in refinance activity of one- to-four family residential loans also occurred during the period.
Construction and land loans increased
30.6%
to
$48.6 million
at
March 31, 2020
, from
$37.2 million
at
December 31, 2019
. The majority of our construction loans are geographically dispersed throughout the Puget Sound region and, as a result, these loans are susceptible to risks that may vary depending on the nature and location of the project. We manage our construction lending by utilizing a licensed third-party vendor to assist us in monitoring our construction projects and intend to begin utilizing internal staffing to monitor certain projects, which we expect will enhance fee income related to these loans. In March 2020, the vast majority of construction projects in Washington State were put on hold as a result of Governor Jay Inslee’s “Stay Home, Stay Safe” order. By May 5, 2020, certain projects were able to restart under specific criteria. We do not believe any of the projects currently in our portfolio will not be completed due to the order and subsequent impacts of COVID-19.
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. For the majority of
2019
, we decreased our construction lending, which resulted in a decline in construction balances at the end of the year compared to 2019. In the fourth quarter of 2019 and the first quarter of
2020
, we increased production in construction lending and our commitments increased accordingly. We continually assess our lending strategies across all product lines and markets within which we do business in order to improve earnings 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, 2020
North Olympic Peninsula
(1)
Puget Sound Region
(2)
Other Washington
Total
(In thousands)
Construction Commitment
One- to four-family residential
$
14,371
$
23,550
$
496
$
38,417
Multi-family residential
—
44,947
—
44,947
Commercial real estate
7,514
17,484
2,795
27,793
Total commitment
$
21,885
$
85,981
$
3,291
$
111,157
Construction Funds Disbursed
One- to four-family residential
$
5,777
$
11,088
$
189
$
17,054
Multi-family residential
—
17,382
—
17,382
Commercial real estate
5,422
1,543
52
7,017
Total disbursed
$
11,199
$
30,013
$
241
$
41,453
Undisbursed Commitment
One- to four-family residential
$
8,594
$
12,462
$
307
$
21,363
Multi-family residential
—
27,565
—
27,565
Commercial real estate
2,092
15,941
2,743
20,776
Total undisbursed
$
10,686
$
55,968
$
3,050
$
69,704
Land Funds Disbursed
One- to four-family residential
$
4,867
$
2,074
$
171
$
7,112
Commercial real estate
—
—
—
—
Total disbursed for land
$
4,867
$
2,074
$
171
$
7,112
(1) Includes Clallam and Jefferson counties.
(2) Includes Kitsap, Mason, Thurston, Pierce, King, Snohomish, Skagit, Whatcom, and Island counties.
38
December 31, 2019
North Olympic Peninsula
Puget Sound Region
Other Washington
Total
(In thousands)
Construction Commitment
One- to four-family residential
$
14,915
$
23,969
$
496
$
39,380
Multi-family residential
—
27,241
—
27,241
Commercial real estate
6,381
563
3,120
10,064
Total Commitment
$
21,296
$
51,773
$
3,616
$
76,685
Construction Funds Disbursed
One- to four-family residential
$
5,242
$
10,734
$
151
$
16,127
Multi-family residential
—
10,465
—
10,465
Commercial real estate
2,704
563
58
3,325
Total disbursed
$
7,946
$
21,762
$
209
$
29,917
Undisbursed Commitment
One- to four-family residential
$
9,673
$
13,235
$
345
$
23,253
Multi-family residential
—
16,776
—
16,776
Commercial real estate
3,677
—
3,062
6,739
Total undisbursed
$
13,350
$
30,011
$
3,407
$
46,768
Land Funds Disbursed
One- to four-family residential
$
4,904
$
1,343
$
—
$
6,247
Commercial real estate
1,023
—
—
1,023
Total disbursed for land
$
5,927
$
1,343
$
—
$
7,270
During the
three months ended
March 31, 2020
, the Company originated
$98.8 million
of loans, of which
$69.0 million
, or
69.9%
, were originated in the Puget Sound region,
$29.5 million
, or
29.9%
, in the North Olympic Peninsula, and
$0.2 million
, or
0.2%
, in other areas throughout Washington State. The Company purchased an additional
$11.6 million
in specialty auto loans, during the
three months ended
March 31, 2020
. We will continue to evaluate opportunities to grow loans through wholesale channels in order to supplement our organic originations and improve net interest income, if the credit risk profile of such loans appears appropriate.
Our allowance for loan losses increased
$1.2 million
, or
12.5%
, to
$10.8 million
at
March 31, 2020
, from
$9.6 million
at
December 31, 2019
. The increase was due to a $1.3 million loan loss provision made in the first quarter due to qualitative factor adjustments made in response to the economic impact of the COVID-19 pandemic, as well as to account for growth in the portfolio. The allowance for loan losses as a percentage of total loans at
March 31, 2020
and
December 31, 2019
was
1.2%
and
1.1%
, respectively
.
Nonperforming loans decreased
$56,000
, or
3.1%
, to
$1.7 million
at
March 31, 2020
, from
$1.8 million
at
December 31, 2019
, mainly attributable to a decrease in nonperforming one- to four-family loans of
$231,000
and other consumer loans of
$139,000
, partially offset by an increase multi-family loans of
$297,000
. Nonperforming loans to total loans remained the same at
0.2%
at both
March 31, 2020
and
December 31, 2019
. The allowance for loan losses as a percentage of nonperforming loans increased to
622.4%
at
March 31, 2020
, from
536.1%
at
December 31, 2019
, and classified loans decreased
$374,000
to
$4.6 million
at
March 31, 2020
, from
$5.0 million
at
December 31, 2019
.
At
March 31, 2020
, there were
$3.5 million
in restructured loans, of which
$3.4 million
were performing in accordance with their modified payment terms and returned to accrual status.
Asset quality remains consistent with
December 31, 2019
. Net loan charge-offs are concentrated mainly in our auto loan portfolio. We recently adjusted our indirect auto loan product offerings and underwriting criteria to improve credit quality and reduce future charge-off activity. We continue to monitor the indirect auto loan program in order to prudently balance risk and return within the portfolio. We believe our allowance for loan losses is adequate to absorb the known and inherent risks of loss in the loan portfolio as of
March 31, 2020
. While the ultimate impact of the COVID-19
39
pandemic and response from the Federal and State governments remains to be seen, we increased the qualitative factor related to the economy this quarter to account for losses inherent in the loan portfolio.
Loans receivable, excluding loans held for sale, consisted of the following at the dates indicated
:
March 31, 2020
December 31, 2019
(In thousands)
Real Estate:
One-to-four family
$
302,688
$
306,014
Multi-family
88,794
96,098
Commercial real estate
260,321
255,722
Construction and land
48,565
37,187
Total real estate loans
700,368
695,021
Consumer:
Home equity
35,260
35,046
Auto and other consumer
114,194
112,119
Total consumer loans
149,454
147,165
Commercial business loans
55,853
41,571
Total loans
905,675
883,757
Less:
Net deferred loan fees
433
206
Premium on purchased loans, net
(4,742
)
(4,514
)
Allowance for loan losses
10,830
9,628
Loans receivable, net
$
899,154
$
878,437
40
The following table represents nonperforming assets at the dates indicated.
March 31, 2020
December 31, 2019
(In thousands)
Nonperforming loans:
Real estate loans:
One- to four-family
$
467
$
698
Multi-family
297
—
Commercial real estate
106
109
Construction and land
28
29
Total real estate loans
898
836
Consumer loans:
Home equity
133
112
Other
709
848
Total consumer loans
842
960
Commercial business
—
—
Total nonperforming loans
1,740
1,796
Real estate owned:
Land
62
62
Total real estate owned
62
62
Repossessed assets
422
92
Total nonperforming assets
$
2,224
$
1,950
Nonaccrual and 90 days or more past due loans as a percentage of total loans
0.2
%
0.2
%
Total investment securities increased
$1.9 million
, or
0.6%
, to
$317.5 million
at
March 31, 2020
, from
$315.6 million
at
December 31, 2019
, due to a net increase of purchases and sales of certain securities, and normal repayment and prepayment activity, which were partially offset by a decrease in the market value of the portfolio. As of
March 31, 2020
, corporate collateralized loan obligations and agency student loan market values decreased by $10.5 million. We believe the impact to the valuations on these securities is temporary and was driven by market liquidity disruptions related to the COVID-19 pandemic. Mortgage-backed securities represent the largest portion of our investment securities portfolio and totaled
$154.3 million
at
March 31, 2020
, or
48.6%
of the investment securities portfolio, a decrease during the year of
$14.2 million
, or
8.4%
, from
$168.5 million
at
December 31, 2019
. Other investment securities, including municipal bonds and other asset-backed securities, were
$163.3 million
at
March 31, 2020
, or
51.4%
of the investment securities portfolio, an increase of
$16.2 million
from
$147.1 million
at
December 31, 2019
. The investment portfolio, including mortgage-backed securities, had an estimated projected average life of
5.3 years
as of
March 31, 2020
, and
5.0 years
as of
December 31, 2019
, and had an estimated average repricing term of
3.6 years
as of
March 31, 2020
, and
3.7 years
as of
December 31, 2019
, based on the interest rate environment at those times.
The investment portfolio was comprised of
77.9%
in amortizing securities at
March 31, 2020
and
81.8%
at
December 31, 2019
. 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 affected by prevailing mortgage interest rates. Management maintains a focus on improving the mix of earning assets by originating loans as a percentage of earning assets; however, we continue to purchase investment securities as a source of additional interest income. 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
$99.3 million
to
$1.23 billion
at
March 31, 2020
, from
$1.13 billion
at
December 31, 2019
, primarily due to an increase in borrowings of
$37.1 million
and an increase in deposit account balances of
$62.3 million
.
41
Deposit balances increased
6.2%
, to
$1.1 billion
at
March 31, 2020
, from
$1.0 billion
at
December 31, 2019
. There was a
$5.1 million
increase in money market accounts offset by a
$3.2 million
decrease in savings accounts during the quarter. In addition to collecting customer deposits, we utilize brokered certificates of deposit ("brokered CDs") as an additional funding source in order to manage our cost of funds more effectively, reduce our reliance on public funds deposits, and become more selective when competing on rate. At
March 31, 2020
, we had
$90.4 million
in brokered CDs included in our balance of certificates of deposit.
Equity
.
Total shareholders' equity decreased
$9.7 million
during the year to
$167.2 million
at
March 31, 2020
. The decrease was due to the decline in the value of our available-for-sale securities portfolio, which resulted in a
$6.7 million
decrease in our accumulated other comprehensive loss, net of tax, as well as a
$3.8 million
in repurchases of shares of common stock during the quarter. The decrease was partially offset by net income of
$873,000
in net income.
Comparison of Results of Operations for the Three Months Ended
March 31, 2020
and
2019
General.
Net income decreased
$1.3 million
, or
60.4%
, to
$873,000
for the
three months ended
March 31, 2020
, compared to net income of
$2.2 million
for the
three months ended
March 31, 2019
. The decrease is mainly due to a combination of a decrease in net interest income, higher operating expenses, and a larger loan loss provision in the current period compared to the same period one year ago.
Net Interest Income.
Net interest income decreased
$193,000
to
$9.4 million
for the
three months ended
March 31, 2020
. The yield on average interest-earning assets decreased
twenty-two
basis points to
3.97%
for the
three months ended
March 31, 2020
, compared to
4.19%
for the same period in the prior year. This was due to a decrease in market interest rates and a decrease in the ratio of total loans to assets in the current period compared to one year ago.
The average cost of interest-bearing liabilities decreased
14
basis points to
1.11%
for the
three months ended
March 31, 2020
, compared to
1.25%
for the same period last year, due primarily to a decrease in market deposit and borrowing rates. This was partially due to the prepayment of higher costing FHLB borrowings in the fourth quarter of
2019
and first quarter of
2020
. As a result, our average cost of FHLB borrowings decreased to
2.18%
in the first quarter of
2020
compared to
2.95%
for the same period one year prior.
Due to the average yield on interest-earning assets decreasing at a faster pace than our interest-bearing liabilities, the net interest margin decreased
eleven
basis points to
3.11%
for the
three months ended
March 31, 2020
, from
3.22%
for the same period in
2019
. For additional information, see Rate/Volume Analysis contained in Item 2 of this Form 10-Q.
Interest Income.
Total
interest income decreased
$535,000
, or
4.3%
, to
$12.0 million
for the
three months ended
March 31, 2020
, from
$12.5 million
for the comparable period in
2019
. Interest and fees on loans receivable decreased
$256,000
, to
$9.8 million
for the
three months ended
March 31, 2020
, from
$10.1 million
for the
three months ended
March 31, 2019
, due primarily to a decrease in the yield on loans and securities. Average loan yields decreased
12
basis points to
4.52%
for the
three months ended
March 31, 2020
compared to the
three months ended
March 31, 2019
.
Interest income on investment securities increased
$59,000
to
$1.1 million
for the
three months ended
March 31, 2020
, compared to
$1.0 million
for the
three months ended
March 31, 2019
, due to a
$29.6 million
increase in average balance partially offset by a
51 basis point
decrease in average yield. The change in average yield 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, 2020
decreased
$298,000
, or
23.7%
, compared to the
three months ended
March 31, 2019
, the result of a decrease of
$22.0 million
in the average balance and a
37 basis point
decrease in the average yield in the 2020 period.
42
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,
2020
2019
Increase (Decrease) in Interest Income
Average Balance Outstanding
Yield
Average Balance Outstanding
Yield
(Dollars in thousands)
Loans receivable, net
$
870,739
4.52
%
$
870,901
4.64
%
$
(256
)
Investment securities
149,954
2.85
120,350
3.36
59
Mortgage-backed securities
161,666
2.37
183,716
2.74
(298
)
FHLB stock
4,707
3.99
6,844
5.14
(41
)
Interest-bearing deposits in banks
21,248
1.28
11,873
2.26
1
Total interest-earning assets
$
1,208,314
3.97
$
1,193,684
4.19
$
(535
)
Interest Expense.
Total interest expense decreased
$342,000
, or
11.7%
, to
$2.6 million
for the
three months ended
March 31, 2020
, compared to
$2.9 million
for the
three months ended
March 31, 2019
, mainly due to an
11.1%
increase in deposit costs, which was offset by a
56.2%
decrease in borrowing costs. Interest expense on deposits increased for the
three months ended
March 31, 2020
, due to increased balances and a reallocation of non-maturity deposits into higher-yielding accounts. The average balance of interest-bearing deposits increased
$54.5 million
, or
6.9%
, to
$849.2 million
for the
three months ended
March 31, 2020
, from
$794.7 million
for the
three months ended
March 31, 2019
, as we continued to target deposit growth in new and existing market areas. During the
three months ended
March 31, 2020
, the average balance of savings accounts increased
$12.2 million
and the related weighted-average cost remained flat, compared to the same period in
2019
. The average balance of certificates of deposit balances grew
$57.5 million
and the weighed-average cost increased by
14
basis points, mainly as a result of the utilization of brokered CDs. During the
three months ended
March 31, 2020
, the average balance of money market accounts decreased
$15.4 million
compared to the same period in the prior year, as customers moved money into higher-yielding certificates of deposit and savings accounts at First Federal. The average cost of deposits increased by
4
basis points to
1.01%
for the
three months ended
March 31, 2020
, from
0.97%
for the
three months ended
March 31, 2019
. Borrowing costs decreased due to a decrease in balances and the average rate paid during the most recent quarter compared to the same period in
2019
. We prepaid $25.0 million in FHLB advances during the most recent quarter that had an average rate of 3.81%, which better positions us to align our funding costs more closely with earning asset yields going forward. The prepayment penalty for this transaction was
$210,000
.
The following table details average balances, cost of funds and the change in interest expense for the periods shown:
Three Months Ended March 31,
2020
2019
Increase (Decrease) in Interest Expense
Average Balance Outstanding
Rate
Average Balance Outstanding
Rate
(Dollars in thousands)
Savings accounts
$
165,911
0.82
%
$
153,689
0.82
%
$
24
Transaction accounts
114,970
0.07
114,801
0.13
(17
)
Money market accounts
252,537
0.56
267,947
0.48
36
Certificates of deposit
315,778
1.80
258,272
1.94
171
Borrowings
79,659
2.18
134,447
2.95
(556
)
Total interest-bearing liabilities
$
928,855
1.11
$
929,156
1.25
$
(342
)
Provision for Loan Losses.
There was a provision for loan losses of
$1.3 million
during the
three months ended
March 31, 2020
, compared to a
$335,000
provision for loan losses for the
three months ended
March 31, 2019
. This was mainly due to an increase to the economic qualitative factor resulting from the uncertainty surrounding COVID-19 and its economic impact.
43
The following table details activity and information related to the allowance for loan losses for the periods shown:
Three Months Ended March 31,
2020
2019
(Dollars in thousands)
Provision for loan losses
$
1,266
$
335
Net charge-offs
(64
)
(109
)
Allowance for loan losses
10,830
9,759
Allowance for losses as a percentage of total gross loans receivable at the end of this period
1.2
%
1.1
%
Total nonaccrual loans
1,740
1,606
Allowance for loan losses as a percentage of nonaccrual loans at end of period
622.4
%
607.7
%
Nonaccrual and 90 days or more past due loans as a percentage of total loans
0.2
%
0.2
%
Total loans
$
905,675
$
888,926
Noninterest Income.
Noninterest income increased
$1.1 million
, or
85.3%
, to
$2.3 million
for the
three months ended
March 31, 2020
, from
$1.3 million
for the
three months ended
March 31, 2019
, primarily due to the gain on sale of investment securities of
$605,000
, the net gain on sale of loans, and an increase in the cash surrender value of bank owned life insurance.
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)
2020
2019
Amount
Percent
(Dollars in thousands)
Loan and deposit service fees
$
881
$
905
$
(24
)
(2.7
)%
Mortgage servicing fees, net of amortization
15
45
(30
)
(66.7
)
Net gain on sale of loans
383
87
296
340.2
Net gain (loss) on sale of investment securities
605
—
605
100.0
Increase in cash surrender value of bank-owned life insurance
328
143
185
129.4
Other income
106
71
35
49.3
Total noninterest income
$
2,318
$
1,251
$
1,067
85.3
%
Noninterest Expense.
Noninterest expense increased
$1.6 million
or
20.3%
during the
three months ended
March 31, 2020
, compared to the
three months ended
March 31, 2019
, mainly due to a
17.2
% increase in compensation and benefits as we hired additional bankers, a
90.2%
increase to advertising expense, and a one-time FHLB prepayment penalty of
$210,000
.
44
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)
2020
2019
Amount
Percent
(Dollars in thousands)
Compensation and benefits
$
5,361
$
4,573
$
788
17.2
%
Data processing
690
631
59
9.4
Occupancy and equipment
1,351
1,108
243
21.9
Supplies, postage, and telephone
211
228
(17
)
(7.5
)
Regulatory assessments and state taxes
174
169
5
3.0
Advertising
272
143
129
90.2
Professional fees
400
298
102
34.2
FDIC insurance premium
—
77
(77
)
(100.0
)
FHLB prepayment penalty
210
—
210
100.0
Other
713
573
140
24.4
Total
$
9,382
$
7,800
$
1,582
20.3
%
Provision for Income Tax.
An income tax expense of
$204,000
was recorded for the
three months ended
March 31, 2020
, compared to
$509,000
for the
three months ended
March 31, 2019
, generally due to a decrease in income before taxes of
$1.6 million
. For additional information, see Note 5 of the Notes to Consolidated Financial Statements contained in Item 1 of this Form 10-Q.
45
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, 2020
and
2019
. Income and all average balances are monthly average balances, which management deems to be not materially different than daily averages. Nonaccrual loans have been included in the table as loans carrying a zero yield.
At March 31, 2020
Three Months Ended March 31,
2020
2019
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)
4.56
%
$
870,739
$
9,836
4.52
%
$
870,901
$
10,092
4.64
%
Investment securities
3.32
149,954
1,069
2.85
120,350
1,010
3.36
Mortgage-backed securities
2.09
161,666
959
2.37
183,716
1,257
2.74
FHLB dividends
5.25
4,707
47
3.99
6,844
88
5.14
Interest-bearing deposits in banks
0.21
21,248
68
1.28
11,873
67
2.26
Total interest-earning assets
(2)
3.80
1,208,314
11,979
3.97
1,193,684
12,514
4.19
Interest-bearing liabilities:
Savings accounts
0.72
$
165,911
$
340
0.82
$
153,689
316
0.82
Transaction accounts
0.01
114,970
19
0.07
114,801
36
0.13
Money market accounts
0.48
252,537
356
0.56
267,947
320
0.48
Certificates of deposit
1.67
315,778
1,423
1.80
258,272
1,252
1.94
Total deposits
0.79
849,196
2,138
1.01
794,709
1,924
0.97
Borrowings
1.01
79,659
434
2.18
134,447
990
2.95
Total interest-bearing liabilities
0.82
928,855
2,572
1.11
929,156
2,914
1.25
Net interest income
$
9,407
$
9,600
Net interest rate spread
2.98
2.86
2.94
Net earning assets
$
279,459
$
264,528
Net interest margin
(3)
3.11
3.22
Average interest-earning assets to average interest-bearing liabilities
130.1
%
128.5
%
(1) The average loans receivable, net balances include nonaccrual loans.
(2) Includes interest-bearing deposits (cash) at other financial institutions.
(3) Net interest income divided by average interest-earning assets.
46
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, 2020 vs. 2019
Increase (Decrease) Due to
Total Increase (Decrease)
Volume
Rate
(In thousands)
Interest earning assets:
Loans receivable, net
$
(2
)
$
(254
)
$
(256
)
Investments
100
(339
)
(239
)
FHLB stock
(27
)
(14
)
(41
)
Other
(1)
53
(52
)
1
Total interest-earning assets
$
124
$
(659
)
$
(535
)
Interest-bearing liabilities:
Savings accounts
$
24
$
—
$
24
Interest-bearing transaction accounts
—
(17
)
(17
)
Money market accounts
(17
)
53
36
Certificates of deposit
281
(110
)
171
Borrowings
(403
)
(153
)
(556
)
Total interest-bearing liabilities
$
(115
)
$
(227
)
$
(342
)
Net change in interest income
$
239
$
(432
)
$
(193
)
(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, 2020
and the year ended
December 31, 2019
, we engaged in no off-balance sheet transactions likely to have a material effect on our financial condition, results of operations or cash flows.
47
Contractual Obligations
At
March 31, 2020
, 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
$
289,742
$
53,987
$
14,948
$
—
$
358,677
FHLB advances
100,021
20,000
30,000
—
150,021
Operating leases
356
584
543
2,085
3,568
Borrower taxes and insurance
443
—
—
—
443
Deferred compensation
152
362
49
261
824
Total contractual obligations
$
390,714
$
74,933
$
45,540
$
2,346
$
513,533
Commitments and Off-Balance Sheet Arrangements
The following table summarizes our commitments and contingent liabilities with off-balance sheet risks as of
March 31, 2020
:
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
$
630
$
—
$
—
$
—
$
630
Unfunded commitments under lines of credit or existing loans
27,833
20,346
—
62,448
110,627
Standby letters of credit
182
—
—
—
182
Total commitments
$
28,645
$
20,346
$
—
$
62,448
$
111,439
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, 2020
, cash and cash equivalents totaled
$107.2 million
, and unpledged securities classified as available-for-sale with a market value of
$212.8 million
provided additional sources of liquidity. We pledged collateral to support borrowings from the FHLB of
$150.0 million
and have an established borrowing arrangement with the Federal Reserve Bank of San Francisco, for which available-for-sale securities with a market value of
$50.9 million
were pledged as of
March 31, 2020
.
At
March 31, 2020
, we had
$630,000
in loan commitments outstanding,
$110.8 million
in undisbursed loans and standby letters of credit, including
$69.7 million
in undisbursed construction loan commitments.
48
Certificates of deposit due within one year as of
March 31, 2020
totaled
$289.7 million
, or
80.8%
of certificates of deposit with a weighted-average rate of
1.60%
. 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 dropped. If these maturing deposits are not renewed, however, we will be required to seek other sources of funds, including other certificates of deposit, non-maturity deposits, and borrowings. We have the ability to attract and retain deposits by adjusting the interest rates offered as well as through sales and marketing efforts in the markets we serve. 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 more than adequate 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, 2020
, the Company (on an unconsolidated basis) had liquid assets of
$14.0 million
.
Capital Resources
At
March 31, 2020
, shareholders' equity totaled
$167.2 million
, or
12.0%
of total assets. Our book value per share of common stock was
$16.02
at
March 31, 2020
, compared to
$16.48
at
December 31, 2019
.
At
March 31, 2020
, 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, 2020
.
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)
$
149,708
11.8
%
$
50,968
4.0
%
$
63,710
5.0
%
Common equity tier I (to risk-weighted assets)
149,708
16.8
40,064
4.5
57,871
6.5
Tier I risk-based capital (to risk-weighted assets)
149,708
16.8
53,419
6.0
71,225
8.0
Total risk-based capital (to risk-weighted assets)
160,800
18.1
71,225
8.0
89,032
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 of
2.5%
.
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 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.
49
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, 2019
.
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, 2020
, 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 Exchange 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, 2020
, 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.
50
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
The disclosures below supplement the risk factors previously disclosed under Part I. Item 1A of the Company's Form 10-K for the year ended
December 31, 2019
.
The effects of the COVID-19 pandemic could adversely affect our customers future results of operations and/or the market price of our stock.
The COVID-19 pandemic continues to rapidly evolve, as do federal, state and local efforts to address it. Both the direct effects of the pandemic and the resulting United States governmental responses are of an unprecedented scope as it impacts both the health and the economy of our country and the world at large. No one can predict the extent or duration of the pandemic, or its effect on the markets that we serve. Further, the ongoing efforts and impact of the government in mitigating the health and the economic effects of the pandemic cannot currently be predicted, whether on our business or as to the economy as a whole. The pandemic has thus far resulted in significant volatility in international and United States markets, which could adversely affect the market price of our stock. To date, the pandemic has resulted in significant business disruption and volatility in the international and domestic markets, which has adversely affected the market price of our stock and stocks in general
The Company continues to manage through uncertainties and complexities created by the pandemic. As an essential business, our employees have been able to work safely in our branch locations and over 70% of our workforce has the ability to work from home. However, the economic downturn in local markets we serve could result in increased credit risk associated with the loan portfolio as customers are unable to repay loans and meet their obligations, as well as adversely impact our earnings. We believe our strong capital position will be important in managing through the unknown impact of the pandemic.
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, 2020
:
Period
Total Number of Shares Purchased
Average Price Paid per Share
Total Number of Shares Repurchased as Part of Publicly Announced Plans (1)
Maximum Number of Shares that May Yet Be Repurchased Under the Plans
January 1, 2020 - January 31, 2020
30,509
$
17.17
30,509
(5,300
)
February 1, 2020 - February 29, 2020
61,200
16.61
61,200
(66,500
)
March 1, 2020 - March 31, 2020
196,567
11.65
196,567
(263,067
)
Total
288,276
$
13.29
288,276
(1) 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, 2020
, a total of
1,166,659
shares, or
100.0%
percent of the shares authorized in the September 2017 stock repurchase plan, have been purchased at an average cost of
$16.24
per share. There are
no
remaining shares available for future purchases.
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On December 5, 2019, the Company announced that its Board of Directors had authorized the repurchase of up to an additional
535,097
shares of its common stock, or approximately 5% of its shares of common stock issued and outstanding as of December 2, 2019. As of
March 31, 2020
, a total of
263,067
shares, or
49.2%
percent of the shares authorized in the December 2019 stock repurchase plan, have been purchased at an average cost of
$12.90
per share, leaving
272,030
shares available for future purchases.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
First Northwest Bancorp 2020 Equity Incentive Plan
On May 5, 2020, the shareholders of the Company approved the adoption of the First Northwest Bancorp 2020 Equity Incentive Plan (the "2020 Plan"). The 2020 Plan replaces the Company's 2015 Equity Incentive Plan. Under the 2020 Plan, the Company may grant awards of stock options, stock appreciation rights, restricted awards and performance share awards to the Company's employees and non-employee directors. The Company may grant stock-based awards for up to 520,000 shares of the Company's common stock under the 2020 Plan.
For more details regarding the 2020 Plan, please see the Company's Proxy Statement filed with the Securities and Exchange Commission under cover of Schedule 14A on March 20, 2020, under the caption "Proposal 2 – Approval of First Northwest Bancorp 2020 Equity Incentive Plan." The above description of the 2020 Plan does not purport to be complete and is qualified in its entirety by reference to the complete text of the 2020 Plan, which is attached to this report as Exhibit 10.2 and is incorporated herein by reference.
COVID-19 Legislation and Regulation.
Governments at all levels are rapidly taking steps to address and remediate the COVID-19 emergency. On March 27, 2020, the President signed into law the historic $2 trillion federal stimulus package known as the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which includes many provisions that will impact us and our customers. For example, the CARES Act includes $350 billion in stimulus for small businesses under the so-called “Paycheck Protection Program” of the U.S. Small Business Administration and an additional $500 billion for the U.S. Department of Treasury to make loans to distressed American businesses. The various banking agencies have strongly encouraged banks to work with borrowers impacted by COVID-19, and the CARES Act authorizes banks to elect to suspend GAAP for certain loan modifications that would otherwise be classified as a troubled debt restructure (which, in part, allows banks to provide immediate relief to their impacted borrowers). To ease the financial impacts of COVID-19, these agencies have further encouraged banks to consider offering responsible small-dollar loans to their consumers and small businesses affected by the pandemic.
The CARES Act also provides for direct stimulus payments (
i.e.
, “economic impact payments” or “stimulus checks”) for many eligible Americans, subject to certain income thresholds. These economic impact payments will typically range from $1,200 to $3,400 and are designed to provide a level of financial relief to those most impacted by COVID-19. We anticipate that many of our customers will receive these economic impact payments, which the IRS intends to distribute via direct deposit to their accounts or by mailing paper checks. Overall, the legislative and regulatory landscape surrounding COVID-19 is rapidly changing, and we cannot predict with certainty the impact it will have on our operations or business.
The initial amounts available under the Paycheck Protection Program were quickly exhausted in less than two weeks, leaving many pending loan applications in limbo as Congress negotiated additional funding. On April 24, 2020, the Paycheck Protection Program and Health Care Enhancement Act was signed into law to replenish funding to the Paycheck Protection Program and to provide other spending for hospitals and virus testing. In part, the bill includes an additional $320 billion to make new loans under the Paycheck Protection Program, set aside $30
52
billion of the loans for banks and credit unions with $10 billion to $50 billion in assets, and set aside another $30 billion for even smaller institutions. The bill also includes $60 billion in loans and grants under the Economic Industry Disaster Loan program and makes farms and ranches eligible for loans. The SBA resumed accepting applications under the Paycheck Protection Program on April 27, 2020.
Item 6. Exhibits
Exhibit
No.
Exhibit Description
Filed
Herewith
Form
Original Exhibit No.
Filing Date
SEC File No.
10.1*
Form of Executive Employment Agreement with Geraldine Bullard and Randall T. Riffle
10-K
10.4
3/15/2019
10.2*
First Northwest Bancorp 2020 Equity Incentive Plan
X
10.3*
First Federal Fiscal 2020 Cash Incentive Plan
X
10.4*
Form of First Federal Fiscal 2020 Cash Incentive Plan Participation Agreement
X
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
101
The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, 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.
53
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 11, 2020
/s/ Matthew P. Deines
Matthew P. Deines
President, Chief Executive Officer and Director
(Principal Executive Officer)
Date: May 11, 2020
/s/ Geraldine L. Bullard
Geraldine L. Bullard
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
54