x
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d)
|
o
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d)
|
Federal
|
33-1002258
|
(State
or other jurisdiction of incorporation)
|
(I.R.S.
Employer Identification
Number)
|
1211
West Morton Avenue
|
|
Jacksonville,
Illinois
|
62650
|
(Address
of principal executive office)
|
(Zip
Code)
|
x Yes
|
o No
|
o Yes
|
x No
|
o Large
Accelerated Filer
|
o Accelerated
Filer
|
|
o Non-Accelerated
Filer
|
x Smaller
Reporting Company
|
Page
|
||
PART
I
|
FINANCIAL
INFORMATION
|
|
Item
1.
|
Financial
Statements
|
|
Condensed
Consolidated Balance Sheets
|
1
|
|
Condensed
Consolidated Statements of Income
|
2
|
|
Condensed
Consolidated Statement of Stockholders’ Equity
|
3
|
|
Condensed
Consolidated Statements of Cash Flows
|
4-5
|
|
Notes
to the Condensed Consolidated Financial Statements
|
6-14
|
|
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
15-25
|
Item
3.
|
Quantitative
and Qualitative Disclosures about Market Risk
|
26-27
|
Item
4.
|
Controls
and Procedures
|
28
|
PART
II
|
OTHER
INFORMATION
|
29
|
Item
1.
|
Legal
Proceedings
|
|
Item
2.
|
Changes
in Securities and Stock Purchases
|
|
Item
3.
|
Defaults
Upon Senior Securities
|
|
Item
4.
|
Submission
of Matters to a Vote of Security Holders
|
|
Item
5.
|
Other
Information
|
|
Item
6.
|
Exhibits
|
|
Signatures
|
30
|
|
EXHIBITS
|
||
Section
302 Certifications
|
||
Section
906 Certification
|
JACKSONVILLE
BANCORP, INC.
|
||||||||
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
||||||||
March
31,
|
December
31,
|
|||||||
ASSETS
|
2009
|
2008
|
||||||
(Unaudited)
|
||||||||
Cash
and cash equivalents
|
$ | 18,283,990 | $ | 7,145,288 | ||||
Investment
securities - available-for-sale
|
43,905,315 | 49,638,933 | ||||||
Mortgage-backed
securities - available-for-sale
|
34,364,875 | 27,795,119 | ||||||
Federal
Home Loan Bank stock
|
1,108,606 | 1,108,606 | ||||||
Other
investment securities
|
236,222 | 240,321 | ||||||
Loans
receivable, net of allowance for loan loss of $2,282,467 and $1,934,072 as
of
|
||||||||
March
31, 2009 and December 31, 2008, respectively
|
180,819,417 | 182,948,292 | ||||||
Loans
held for sale - net
|
1,631,510 | 1,388,284 | ||||||
Premises
and equipment - net
|
6,011,887 | 6,106,746 | ||||||
Cash
surrender value of life insurance
|
3,959,654 | 3,907,339 | ||||||
Accrued
interest receivable
|
2,271,482 | 2,344,502 | ||||||
Goodwill
|
2,726,567 | 2,726,567 | ||||||
Capitalized
mortgage servicing rights, net of valuation allowance of $350,353 and
$428,030
|
||||||||
as
of March 31, 2009 and December 31, 2008, respectively
|
561,068 | 545,494 | ||||||
Real
estate owned
|
327,540 | 769,467 | ||||||
Other
assets
|
1,584,175 | 1,610,376 | ||||||
Total
Assets
|
$ | 297,792,308 | $ | 288,275,334 | ||||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
||||||||
Deposits
|
$ | 257,269,335 | $ | 238,151,228 | ||||
Other
borrowings
|
10,683,013 | 21,133,079 | ||||||
Advance
payments by borrowers for taxes and insurance
|
701,641 | 445,077 | ||||||
Accrued
interest payable
|
922,824 | 925,661 | ||||||
Deferred
compensation plan
|
2,618,134 | 2,576,290 | ||||||
Income
taxes payable
|
30,934 | 29,092 | ||||||
Other
liabilities
|
1,306,988 | 755,467 | ||||||
Total
liabilities
|
273,532,869 | 264,015,894 | ||||||
Commitments
and contingencies
|
- | - | ||||||
Preferred
stock, $0.01 par value - authorized 10,000,000 shares;
|
||||||||
none
issued and outstanding
|
- | - | ||||||
Common
stock, $0.01 par value - authorized 20,000,000 shares;
issued
|
||||||||
1,987,904
shares as of March 31, 2009 and December 31, 2008
|
19,879 | 19,879 | ||||||
Additional
paid-in capital
|
6,634,348 | 6,634,108 | ||||||
Retained
earnings
|
17,703,062 | 17,268,043 | ||||||
Less: Treasury
stock of 67,087 shares and 0 shares, at cost, as of March 31, 2009
and
|
||||||||
and
December 31, 2008, respectively
|
(486,381 | ) | - | |||||
Accumulated
other comprehensive income
|
388,531 | 337,410 | ||||||
Total
stockholders’ equity
|
24,259,439 | 24,259,440 | ||||||
Total
Liabilities and Stockholders' Equity
|
$ | 297,792,308 | $ | 288,275,334 | ||||
See
accompanying notes to the unaudited condensed consolidated financial
statements.
|
JACKSONVILLE
BANCORP, INC.
|
||||||||
CONDENSED
CONSOLIDATED STATEMENTS OF INCOME
|
||||||||
Three
Months Ended
|
||||||||
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Unaudited)
|
||||||||
INTEREST
INCOME:
|
||||||||
Loans
|
$ | 2,977,876 | $ | 3,100,128 | ||||
Investment
securities
|
462,045 | 539,442 | ||||||
Mortgage-backed
securities
|
329,321 | 296,602 | ||||||
Other
|
4,375 | 119,749 | ||||||
Total
interest income
|
3,773,617 | 4,055,921 | ||||||
INTEREST
EXPENSE:
|
||||||||
Deposits
|
1,439,296 | 2,073,949 | ||||||
Other
borrowings
|
51,764 | 145,789 | ||||||
Total
interest expense
|
1,491,060 | 2,219,738 | ||||||
NET
INTEREST INCOME
|
2,282,557 | 1,836,183 | ||||||
PROVISION
FOR LOAN LOSSES
|
350,000 | 30,000 | ||||||
NET
INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES
|
1,932,557 | 1,806,183 | ||||||
OTHER
INCOME:
|
||||||||
Mortgage
banking operations, net
|
281,941 | 45,107 | ||||||
Service
charges on deposit accounts
|
149,097 | 184,307 | ||||||
Commission
income
|
137,439 | 300,381 | ||||||
Loan
servicing fees
|
85,986 | 82,038 | ||||||
Gains
on sales of securities
|
59,315 | 188 | ||||||
Trust
income
|
47,527 | 51,096 | ||||||
Other
|
144,276 | 134,042 | ||||||
Total
other income
|
905,581 | 797,159 | ||||||
OTHER
EXPENSES:
|
||||||||
Salaries
and employee benefits
|
1,351,640 | 1,354,687 | ||||||
Occupancy
and equipment
|
271,806 | 290,551 | ||||||
FDIC
deposit assessments
|
106,301 | 6,866 | ||||||
Postage
and office supplies
|
76,575 | 79,128 | ||||||
Data
processing
|
73,488 | 107,117 | ||||||
Legal
and accounting
|
42,085 | 35,357 | ||||||
Advertising
|
30,808 | 30,037 | ||||||
Other
|
262,879 | 235,791 | ||||||
Total
other expenses
|
2,215,582 | 2,139,534 | ||||||
INCOME
BEFORE INCOME TAXES
|
622,556 | 463,808 | ||||||
INCOME
TAXES
|
121,306 | 100,439 | ||||||
NET
INCOME
|
$ | 501,250 | $ | 363,369 | ||||
NET
INCOME PER COMMON SHARE - BASIC
|
$ | 0.26 | $ | 0.18 | ||||
NET
INCOME PER COMMON SHARE - DILUTED
|
$ | 0.26 | $ | 0.18 | ||||
See
accompanying notes to the unaudited condensed consolidated financial
statements.
|
JACKSONVILLE
BANCORP, INC.
|
||||||||||||||||||||||||||||
CONDENSED
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
|
||||||||||||||||||||||||||||
Accumulated
|
||||||||||||||||||||||||||||
Additional
|
Other
|
Total
|
||||||||||||||||||||||||||
Common
|
Paid-In
|
Treasury
|
Retained
|
Comprehensive
|
Stockholders’
|
Comprehensive
|
||||||||||||||||||||||
Stock
|
Capital
|
Stock
|
Earnings
|
Income
|
Equity
|
Income
|
||||||||||||||||||||||
(Unaudited)
|
||||||||||||||||||||||||||||
BALANCE,
DECEMBER 31, 2008
|
$ | 19,879 | $ | 6,634,108 | $ | - | $ | 17,268,043 | $ | 337,410 | $ | 24,259,440 | ||||||||||||||||
Net
income
|
- | - | - | 501,250 | - | 501,250 | $ | 501,250 | ||||||||||||||||||||
Other
comprehensive income - change in
|
||||||||||||||||||||||||||||
net
unrealized gains on securities
|
||||||||||||||||||||||||||||
available-for-sale,
net of taxes of $46,502
|
- | - | - | - | 90,269 | 90,269 | 90,269 | |||||||||||||||||||||
Less:
reclassification adjustment for gains
|
||||||||||||||||||||||||||||
included
in net income, net of tax of $20,167
|
- | - | - | - | (39,148 | ) | (39,148 | ) | (39,148 | ) | ||||||||||||||||||
Comprehensive
Income
|
$ | 552,371 | ||||||||||||||||||||||||||
Purchase
of treasury stock
|
- | - | (486,381 | ) | - | - | (486,381 | ) | ||||||||||||||||||||
Compensation
expense for stock options
|
- | 240 | - | - | - | 240 | ||||||||||||||||||||||
Dividends
on common stock ($.075 per share)
|
- | - | - | (66,231 | ) | - | (66,231 | ) | ||||||||||||||||||||
BALANCE,
MARCH 31, 2009
|
$ | 19,879 | $ | 6,634,348 | $ | (486,381 | ) | $ | 17,703,062 | $ | 388,531 | $ | 24,259,439 | |||||||||||||||
See
accompanying notes to the unaudited condensed consolidated financial
statements.
|
JACKSONVILLE
BANCORP, INC.
|
||||||||
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||||||
Three
Months Ended
|
||||||||
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Unaudited)
|
||||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net
income
|
$ | 501,250 | $ | 363,369 | ||||
Adjustments
to reconcile net income to net cash provided by
|
||||||||
operating
activities:
|
||||||||
Depreciation,
amortization and accretion:
|
||||||||
Premises
and equipment
|
102,146 | 109,427 | ||||||
Amortization(accretion)
of investment premiums and discounts, net
|
58,135 | (777 | ) | |||||
Amortization
of intangible assets
|
- | 19,931 | ||||||
Compensation
expense related to stock options
|
240 | 500 | ||||||
Provision
for loan losses
|
350,000 | 30,000 | ||||||
Mortgage
banking operations, net
|
(281,941 | ) | (45,107 | ) | ||||
Gain
on sale of real estate owned
|
(10,390 | ) | (6,436 | ) | ||||
Changes
in income taxes payable
|
1,842 | 92,644 | ||||||
Changes
in other assets and liabilities
|
539,495 | 399,773 | ||||||
Net
cash provided by operations before loan sales
|
1,260,777 | 963,324 | ||||||
Origination
of loans for sale to secondary market
|
(32,569,702 | ) | (10,610,799 | ) | ||||
Proceeds
from sales of loans to secondary market
|
32,592,843 | 10,595,709 | ||||||
Net
cash provided by operating activities
|
1,283,918 | 948,234 | ||||||
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Purchases
of investment and mortgage-backed securities
|
(16,269,304 | ) | (36,731,355 | ) | ||||
Maturity
or call of investment securities available-for-sale
|
5,580,000 | 38,289,242 | ||||||
Sale
of investment securities available for sale
|
8,276,567 | 1,239,407 | ||||||
Principal
payments on mortgage-backed and investment securities
|
1,659,333 | 870,843 | ||||||
Proceeds
from sale of other real estate owned
|
276,107 | 25,620 | ||||||
Net
decrease in loans
|
1,967,375 | 2,953,057 | ||||||
Additions
to premises and equipment
|
(7,287 | ) | (26,981 | ) | ||||
Net
cash provided by investing activities
|
1,482,791 | 6,619,833 | ||||||
(Continued)
|
JACKSONVILLE
BANCORP, INC.
|
||||||||
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
||||||||
Three
Months Ended
|
||||||||
March
31,
|
||||||||
2009
|
2008
|
|||||||
(Unaudited)
|
||||||||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Net
increase in deposits
|
$ | 19,118,107 | $ | 10,908,862 | ||||
Net
increase (decrease) in other borrowings
|
(10,450,066 | ) | 990,958 | |||||
Increase
in advance payments by borrowers for taxes and insurance
|
256,564 | 251,877 | ||||||
Purchase
of treasury stock
|
(486,381 | ) | - | |||||
Exercise
of stock options, including tax benefit
|
- | 11,000 | ||||||
Dividends
paid - common stock
|
(66,231 | ) | (71,188 | ) | ||||
Net
cash provided by financing activities
|
8,371,993 | 12,091,509 | ||||||
NET
INCREASE IN CASH AND CASH EQUIVALENTS
|
11,138,702 | 19,659,576 | ||||||
CASH
AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
7,145,288 | 12,175,464 | ||||||
CASH
AND CASH EQUIVALENTS, END OF PERIOD
|
$ | 18,283,990 | $ | 31,835,040 | ||||
ADDITIONAL
DISCLOSURES OF CASH FLOW INFORMATION:
|
||||||||
Cash
paid during the period for:
|
||||||||
Interest
on deposits
|
$ | 1,420,633 | $ | 2,022,558 | ||||
Interest
on other borrowings
|
73,264 | 146,739 | ||||||
Income
taxes paid
|
100,000 | 25,000 | ||||||
NONCASH
INVESTING AND FINANCING ACTIVITIES:
|
||||||||
Real
estate acquired in settlement of loans
|
$ | - | $ | 93,739 | ||||
Loans
to facilitate sales of real estate owned
|
188,500 | 58,000 | ||||||
See
accompanying notes to unaudited condensed consolidated financial
statements
|
1.
|
FINANCIAL
STATEMENTS
|
The
accompanying interim condensed consolidated financial statements include
the accounts of Jacksonville Bancorp, Inc. and its wholly-owned
subsidiary, Jacksonville Savings Bank (the “Bank”) and its wholly-owned
subsidiary, Financial Resources Group, Inc. collectively (the
“Company”). All significant intercompany accounts and
transactions have been eliminated.
|
|
In
the opinion of management, the preceding unaudited consolidated financial
statements contain all adjustments (consisting only of normal recurring
accruals) necessary for a fair presentation of the financial condition of
the Company as of March 31, 2009 and December 31, 2008 and the results of
its operations for the three month periods ended March 31, 2009 and
2008. The results of operations for the three month period
ended March 31, 2009 are not necessarily indicative of the results which
may be expected for the entire year. These consolidated
financial statements should be read in conjunction with the consolidated
financial statements of the Company for the year ended December 31, 2008
filed as an exhibit to the Company’s Form 10-K filed in March,
2009. The accounting and reporting policies of the Company
conform to accounting principles generally accepted in the United States
of America (GAAP) and to prevailing practices within the
industry.
|
|
Certain
amounts included in the 2008 consolidated statements have been
reclassified to conform to the 2009 presentation.
|
|
2.
|
NEW
ACCOUNTING PRONOUNCEMENTS
|
In
December 2007, the FASB issued Statement of
Financial Accounting No. 141R (“FAS 141R”), “Business Combinations,”
which establishes principles for how an acquirer recognizes and measures
the identifiable assets acquired, liabilities assumed, and any
noncontrolling interest in the acquiree; recognizes and measures goodwill
acquired in the business combination or a gain from a bargain purchase;
and determines what information to disclose to enable users of the
financial statements to evaluate the nature and financial effects of the
business combination. FAS 141R became effective for
acquisitions in fiscal years beginning after December 15,
2008. The application of FAS 141R did not have a material
impact on the Company’s consolidated financial
statements.
|
|
In
December 2007, the FASB issued Statement of Financial Accounting No. 160
(“FAS 160”), “Noncontrolling Interests in
Consolidated Financial Statements – an amendment of ARB No.
51.” The Statement requires that a noncontrolling
interest in a subsidiary be reported separately within equity and the
amount of consolidated net income specifically attributable to the
noncontrolling interest be identified in the consolidated financial
statements. It also calls for consistency in the manner of
reporting changes in the parent’s ownership interest and requires fair
value measurement of any noncontrolling equity investment retained in
deconsolidation. FAS 160 became effective for fiscal years
beginning after December 15, 2008. The application of FAS 160
did not have a material impact on the Company’s consolidated financial
statements.
|
|
In
March 2008, the FASB issued Statement of Financial Accounting No. 161
(“FAS 161”), “Disclosures about Derivative
Instruments and Hedging Activities – an amendment of FASB Statement No.
133.” This
Statement requires qualitative disclosures about objectives and strategies
for using derivatives, quantitative disclosures about fair value amounts
of gains and losses on derivative instruments, and disclosures about
credit-risk related contingent features in derivative
agreements. FAS 161 became effective for fiscal years beginning
after November 15, 2008. The application of FAS 161 did not
have a material impact on the Company’s consolidated financial
statements.
|
In
May 2008, the FASB issued Statement of Financial Accounting No. 162 (“FAS
162”), “The Hierarchy of
Generally Accepted Accounting Principles.” This
Statement identifies the sources of accounting principles and the
framework for selecting the principles to be used in the preparation of
financial statements of nongovernmental entities that are presented in
conformity with generally accepted accounting principles (GAAP) in the
United States (the GAAP hierarchy). This Statement became
effective on November 15, 2008. The application of FAS 162 did
not have a material impact on the Company’s consolidated financial
statements.
|
|
In
January 2009, the FASB issued FSP EITF 99-20-1, “Amendments to the Impairment
and Interest Income Measurement Guidance of EITF Issue 99-20,” to
amend the impairment guidance in EITF Issue No. 99-20 in order to achieve
more consistent determination of whether an other-than-temporary
impairment (‘OTTI”) has occurred. Prior to this FSP, the
impairment model in EITF 99-20 was different from FASB Statement No. 115
(“FAS 115”), “Accounting
for Certain Investments in Debt and Equity
Securities.” This FSP amended EITF 99-20 to more closely
align the OTTI guidance therein to the guidance in FAS
115. Retrospective application to a prior interim or annual
period is prohibited. The Company does not expect the
implementation of this FSP to have a material impact on its consolidated
financial statements.
|
|
In
April 2009, the FASB issued three amendments to the fair value
measurement, disclosure and other-than-temporary impairment
standards:
|
●
|
FAS
157-4, “Determining Fair
Value When the Volume and Level of Activity for the Asset or Liability
Have Significantly Decreased and Identifying Transactions that are Not
Orderly.”
|
|
●
|
FAS
115-2 and FAS 124-2, “Recognition and Presentation
of Other-Than-Temporary Impairments.”
|
|
●
|
FAS
107 and APB 28-1, “Interim Disclosures about Fair
Value of Financial
Instruments.”
|
FASB
Statement of Financial Accounting No. 157 (“FAS 157”), “Fair value
Measurements,” defines fair value as the price that would be
received to sell the asset or transfer the liability in an orderly
transaction (that is, not a forced liquidation or distressed sale) between
market participants at the measurement date under current market
conditions. FAS 157-4 provided additional guidance on
identifying circumstances when a transaction may not be considered
orderly.
|
|
FAS
157-4 provides a list of factors that a reporting entity should evaluate
to determine whether there has been a significant decrease in the volume
and level of activity for the asset or liability in relation to normal
market activity for the asset or liability. When the reporting
entity concludes there has been a significant decrease in the volume and
level of activity for the asset or liability, further analysis of the
information from that market is needed and significant adjustments to the
related prices may be necessary to estimate fair value in accordance with
FAS 157.
|
|
FAS
157-4 clarifies that when there has been a significant decrease in the
volume and level of activity for the asset or liability, some transactions
may not be orderly. In those situations, the entity must
evaluate the weight of evidence to determine whether the transaction is
orderly. It also provides a list of circumstances that may
indicate that a transaction is not orderly. A transaction price
that is not associated with an orderly transaction is given little, if
any, weight when estimating fair
value.
|
FAS
115-2 and FAS 124-2 clarifies the interaction of the factors that should
be considered when determining whether a debt security is
other–than-temporarily impaired. For debt securities,
management must assess whether (a) it has the intent to sell the security
and (b) it is more likely than not that it will be required to sell the
security prior to its anticipated recovery. These steps are
done before assessing whether the entity will recover the cost basis of
the investment. Previously, this assessment required management
to assert it has both the intent and the ability to hold a security for a
period of time sufficient to allow for anticipated recovery in fair value
to avoid recognizing an other-than-temporary impairment. This
change does not affect the need to forecast recovery of the value of the
security through either cash flows or market price.
|
|
In
instances when a determination is made that an other-than-temporary
impairment exists but the investor does not intend to sell the debt
security and it is not more likely than not that it will be required to
sell the debt security prior to its anticipated recovery, FAS 115-2 and
FAS 124-2 changes the presentation and amount of the other-than-temporary
impairment recognized in the income statement. The
other-than-temporary impairment is separated into (a) the amount of the
total other-than-temporary impairment related to a decrease in cash flows
expected to be collected from the debt security (the credit loss) and (b)
the amount of the total other-than-temporary impairment related to all
other factors. The amount of the total other-than-temporary
impairment related to the credit loss is recognized in
earnings. The amount of the total other-than-temporary
impairment related to all other factors is recognized in other
comprehensive income.
|
|
FAS
107-1 and APB 28-1 amends FASB Statement No. 107 (“FAS 107”), “Disclosures about Fair Value
of Financial Instruments,” to require disclosures about fair value
of financial instruments for interim reporting periods of publicly traded
companies as well as in annual financial statements. FAS 107-1
also amends APB Opinion No. 28, “Interim Financial
Reporting,” to require those disclosures in summarized financial
information at interim reporting periods.
|
|
All
three FASB Staff Positions discussed herein include substantial additional
disclosure requirements. The effective date for these new
standards is the same: interim and annual reporting periods ending after
June 15, 2009, with early adoption permitted for periods ending after
March 15, 2009. However, early adoption is allowed only if
certain FASB Staff Positions are early adopted together. The
Company will adopt the new standards as of June 30, 2009, and does not
expect the adoption to have a material impact on its consolidated
financial statements.
|
|
3.
|
EARNINGS
PER SHARE
|
Earnings
Per Share - Basic earnings per share is determined by dividing net
income for the period by the weighted average number of common
shares. Diluted earnings per share considers the potential
effects of the exercise of the outstanding stock options under the
Company’s Stock Option Plans.
|
|
The
following reflects earnings per share calculations for basic and diluted
methods:
|
March 31,
|
||||||||
2009
|
2008
|
|||||||
Net
income available to common stockholders
|
$ | 501,250 | $ | 363,369 | ||||
Basic
average shares outstanding
|
1,946,906 | 1,987,130 | ||||||
Dilutive
potential common shares:
|
||||||||
Stock
options
|
- | 2,241 | ||||||
Diluted
average shares outstanding
|
1,946,906 | 1,989,371 | ||||||
Basic
earnings per share
|
$ | 0.26 | $ | 0.18 | ||||
Diluted
earnings per share
|
$ | 0.26 | $ | 0.18 |
Stock
options for 34,445 shares of common stock and 5,600 shares of common stock
were not considered in computing diluted earnings per share for the three
month periods ending March 31, 2009 and 2008, respectively, because they
were anti-dilutive.
|
4.
|
LOAN
PORTFOLIO COMPOSITION
|
At
March 31, 2009 and December 31, 2008, the composition of the Company’s
loan portfolio is shown
below.
|
March 31, 2009
|
December 31, 2008
|
|||||||||||||||
Amount
|
Percent
|
Amount
|
Percent
|
|||||||||||||
(Dollars
in Thousands)
|
||||||||||||||||
Real
estate loans:
|
||||||||||||||||
One-to-four
family residential
|
$ | 42,629 | 23.6 | % | $ | 46,807 | 25.6 | % | ||||||||
Commercial
and agricultural
|
60,157 | 33.3 | 56,516 | 30.9 | ||||||||||||
Multi-family
residential
|
4,484 | 2.4 | 4,518 | 2.5 | ||||||||||||
Total
real estate loans
|
107,270 | 59.3 | 107,841 | 59.0 | ||||||||||||
Commercial
and agricultural business loans
|
34,664 | 19.2 | 35,356 | 19.3 | ||||||||||||
Consumer
loans:
|
||||||||||||||||
Home
equity/home improvement
|
28,981 | 16.0 | 30,002 | 16.4 | ||||||||||||
Automobile
|
5,921 | 3.3 | 5,842 | 3.2 | ||||||||||||
Other
|
6,351 | 3.5 | 5,950 | 3.2 | ||||||||||||
Total
consumer loans
|
41,253 | 22.8 | 41,794 | 22.8 | ||||||||||||
Total
loans receivable
|
183,187 | 101.3 | 184,991 | 101.1 | ||||||||||||
Less:
|
||||||||||||||||
Net
deferred loan fees, premiums and discounts
|
86 | - | 109 | - | ||||||||||||
Allowance
for loan losses
|
2,282 | 1.3 | 1,934 | 1.1 | ||||||||||||
Total
loans receivable, net
|
$ | 180,819 | 100.0 | % | $ | 182,948 | 100.0 | % |
5.
|
INVESTMENT
LOSSES
|
Declines
in the fair value of available-for-sale securities below their cost that
are deemed to be other-than-temporary are reflected in earnings as
realized losses. In estimating other-than-temporary impairment
losses, management considers (1) the length of time and the extent to
which the fair value has been less than cost, (2) the financial condition
and near-term prospects of the issuer, and (3) its intent to sell the
security and whether it is more likely than not that it will be required
to sell the security prior to its anticipated recovery. At
March 31, 2009, the Company does not hold any investment securities that
it considers to be other-than-temporarily impaired. The
following table shows the gross unrealized losses and fair value,
aggregated by investment type and length of time that individual
securities have been in a continuous loss position, at March 31,
2009.
|
Less
Than Twelve Months
|
Over
Twelve Months
|
Total
|
||||||||||||||||||||||
Gross
|
Gross
|
Gross
|
||||||||||||||||||||||
Unrealized
|
Fair
|
Unrealized
|
Fair
|
Unrealized
|
Fair
|
|||||||||||||||||||
Losses
|
Value
|
Losses
|
Value
|
Losses
|
Value
|
|||||||||||||||||||
State
and political
|
||||||||||||||||||||||||
organizations
|
$ | (371 | ) | $ | 12,968 | $ | (112 | ) | $ | 2,438 | $ | (483 | ) | $ | 15,406 | |||||||||
U.S.
government
|
||||||||||||||||||||||||
and
agencies
|
(9 | ) | 1,004 | - | - | (9 | ) | 1,004 | ||||||||||||||||
Subtotal
|
(380 | ) | 13,972 | (112 | ) | 2,438 | (492 | ) | 16,410 | |||||||||||||||
Mortgage-backed
|
||||||||||||||||||||||||
securities
|
(39 | ) | 3,487 | - | - | (39 | ) | 3,487 | ||||||||||||||||
Total
|
$ | (419 | ) | $ | 17,459 | $ | (112 | ) | $ | 2,438 | $ | (531 | ) | $ | 19,897 |
6.
|
FAIR
VALUE MEASUREMENTS
|
|
Effective
January 1, 2008, the Company adopted Statement of Financial Accounting
Standards No. 157, Fair
Value Measurements (“FAS 157”). FAS 157 defines fair
value, establishes a framework for measuring fair value, and expands
disclosures about fair value measurements. FAS 157 has been
applied prospectively as of the beginning of the
period.
|
||
FAS
157 defines fair value as the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. FAS 157 also
establishes a fair value hierarchy which requires an entity to maximize
the use of observable inputs and minimize the use of unobservable inputs
when measuring fair value. The standard describes three levels
of inputs that may be used to measure fair value:
|
||
Level 1 - Quoted prices
in active markets for identical assets or liabilities.
|
||
Level 2 - Observable
inputs other than Level 1 prices, such as quoted prices for similar assets
or liabilities; quoted prices in active markets that are not active; or
other inputs that are observable or can be corroborated by observable
market data for substantially the full term of the assets or
liabilities.
|
||
Level 3 - Unobservable
inputs that are supported by little or no market activity and that are
significant to the fair value of the assets or
liabilities.
|
Following
is a description of the valuation methodologies used for instruments
measured at fair value, as well as the general classification of such
instruments pursuant to the valuation hierarchy.
|
|
Available-for-Sale
Securities – The fair value of available-for-sale securities are
determined by various valuation methodologies. Where quoted
market prices are available in an active market, securities are classified
within Level 1 of the valuation hierarchy. The Company has no
Level 1 securities. If quoted market prices are not available,
then fair values are estimated by using pricing models, quoted prices of
securities with similar characteristics, or discounted cash
flows. Level 2 securities include certain U.S. agency bonds,
collateralized mortgage and debt obligations, and certain municipal
securities. In certain cases where Level 1 or Level 2 inputs
are not available, securities are classified within Level 3 of the
hierarchy and include certain residual municipal securities and other less
liquid securities.
|
|
The
following table presents the fair value measurements of assets and
liabilities measured at fair value on a recurring basis and the level
within the FAS 157 fair value hierarchy in which the fair value
measurements fall at March 31, 2009 and December 31,
2008:
|
March
31, 2009
|
Fair
Value Measurements Using
|
|||||||||||||||
Quoted
Prices
|
||||||||||||||||
in
Active
|
Significant
|
|||||||||||||||
Markets for
|
Other
|
Significant
|
||||||||||||||
Identical
|
Observable
|
Unobservable
|
||||||||||||||
Assets
|
Inputs
|
Inputs
|
||||||||||||||
Fair
Value
|
(Level
1)
|
(Level
2)
|
(Level
3)
|
|||||||||||||
Available-for-sale
|
||||||||||||||||
securities
|
$ | 78,270,190 | $ | - | $ | 78,270,190 | $ | - |
December
31, 2008
|
Fair
Value Measurements Using
|
|||||||||||||||
Quoted
Prices
|
||||||||||||||||
in
Active
|
Significant
|
|||||||||||||||
Markets for
|
Other
|
Significant
|
||||||||||||||
Identical
|
Observable
|
Unobservable
|
||||||||||||||
Assets
|
Inputs
|
Inputs
|
||||||||||||||
Fair
Value
|
(Level
1)
|
(Level
2)
|
(Level
3)
|
|||||||||||||
Available-for-sale
|
||||||||||||||||
securities
|
$ | 77,434,052 | $ | - | $ | 77,434,052 | $ | - |
Following
is a description of the valuation methodologies used for assets and
liabilities measured at fair value on a nonrecurring basis and recognized
in the accompanying balance sheets, as well as the general classification
of such assets and liabilities pursuant to the valuation
hierarchy.
|
Impaired Loans – Loans
for which it is probable that the Company will not collect all principal
and interest due according to the contractual terms are measured for
impairment in accordance with the provisions of Financial Accounting
Standard No. 114 (“FAS 114”), “Accounting by Creditors for
Impairment of a Loan.” Allowable methods for estimating
fair value include using the fair value of the collateral for collateral
dependent loans or, where a loan is determined not to be collateral
dependent, using the discounted cash flow method.
|
|
If
the impaired loan is identified as collateral dependent, then the fair
value method of measuring the amount of impairment is
utilized. This method required obtaining a current independent
appraisal of the collateral and applying a discount factor to the
value.
|
|
If
the impaired loan is determined not to be collateral dependent, then the
discounted cash flow method is used. This method requires the
impaired loan to be recorded at the present value of expected future cash
flows discounted at the loan’s effective interest rate. The
effective interest rate of a loan is the contractual interest rate
adjusted for any net deferred loan fees or costs, premiums or discounts
existing at origination or acquisition of the loan.
|
|
Impaired
loans are classified within Level 3 of the fair value
hierarchy.
|
|
Mortgage Servicing Rights
– The fair value used to determine the valuation allowance is
estimated using the discounted cash flow models. Due to the
nature of the valuation inputs, mortgage servicing rights are classified
within Level 3 of the hierarchy.
|
|
The
following table presents the fair value measurement of assets and
liabilities measured at fair value on a nonrecurring basis and the level
within the FAS 157 fair value hierarchy in which the fair value
measurements fall at March 31, 2009 and December 31,
2008.
|
March
31, 2009
|
Fair
Value Measurements Using
|
|||||||||||||||
Quoted
Prices
|
||||||||||||||||
in
Active
|
Significant
|
|||||||||||||||
Markets for
|
Other
|
Significant
|
||||||||||||||
Identical
|
Observable
|
Unobservable
|
||||||||||||||
Assets
|
Inputs
|
Inputs
|
||||||||||||||
Fair
Value
|
(Level
1)
|
(Level
2)
|
(Level
3)
|
|||||||||||||
Impaired
loans
|
$ | 2,348,850 | $ | - | $ | - | $ | 2,348,850 | ||||||||
Mortgage
servicing
|
||||||||||||||||
rights
|
561,068 | - | - | 561,068 |
December
31, 2008
|
Fair
Value Measurements Using
|
|||||||||||||||
Quoted
Prices
|
||||||||||||||||
in
Active
|
Significant
|
|||||||||||||||
Markets for
|
Other
|
Significant
|
||||||||||||||
Identical
|
Observable
|
Unobservable
|
||||||||||||||
Assets
|
Inputs
|
Inputs
|
||||||||||||||
Fair
Value
|
(Level
1)
|
(Level
2)
|
(Level
3)
|
|||||||||||||
Impaired
loans
|
$ | 972,797 | $ | - | $ | - | $ | 972,797 | ||||||||
Mortgage
servicing
|
||||||||||||||||
rights
|
545,494 | - | - | 545,494 |
7.
|
FEDERAL
HOME LOAN BANK STOCK
|
The
Company owns approximately $1.1 million of Federal Home Loan Bank of
Chicago (“FHLB”) stock. During the third quarter of 2007, the
FHLB received a Cease and Desist Order from their regulator, the Federal
Housing Finance Board. The order prohibits capital stock
repurchases and redemptions until a time to be determined by the Federal
Housing Finance Board. The FHLB will continue to provide
liquidity and funding through advances. With regards to
dividends, the FHLB will continue to assess their dividend capacity each
quarter and make appropriate requests for approval. Management
performed an analysis and deemed the investment in FHLB stock was not
other-than-temporarily impaired as of March 31, 2009.
|
|
8.
|
MORTGAGE
SERVICING RIGHTS
|
Activity
in the balance of mortgage servicing rights, measured using the
amortization method, for the three month period ending March 31, 2009 and
the year ended December 31, 2008 was as
follows:
|
March 31, 2009
|
December 31, 2008
|
|||||||
Balance,
beginning of year
|
$ | 545,494 | $ | 965,679 | ||||
Servicing
rights capitalized
|
194,176 | 204,248 | ||||||
Amortization
of servicing rights
|
(256,279 | ) | (196,403 | ) | ||||
Change
in valuation allowance
|
77,677 | (428,030 | ) | |||||
Balance,
end of period
|
$ | 561,068 | $ | 545,494 |
Activity
in the valuation allowance for mortgage servicing rights for the three
month period ending March 31, 2009 and the year ended December 31, 2008
was as follows:
|
March 31, 2009
|
December 31, 2008
|
|||||||
Balance,
beginning of year
|
$ | 428,030 | $ | - | ||||
Additions
|
- | 428,030 | ||||||
Reductions
|
(77,677 | ) | - | |||||
Balance,
end of period
|
$ | 350,353 | $ | 428,030 |
9.
|
INCOME
TAXES
|
A
reconciliation of income tax expense at the statutory rate to the
Company’s actual income tax expense for the three months ended March 31,
2009 and 2008 is shown below.
|
March 31, 2009
|
March 31, 2008
|
|||||||
Computed
at the statutory rate (34%)
|
$ | 211,669 | $ | 157,695 | ||||
Increase
(decrease) resulting from
|
||||||||
Tax
exempt interest
|
(83,950 | ) | (62,894 | ) | ||||
State
income taxes, net
|
22,163 | 8,607 | ||||||
Increase
in CSV
|
(16,188 | ) | (14,172 | ) | ||||
Other,
net
|
(12,388 | ) | 11,203 | |||||
Actual
tax expense
|
$ | 121,306 | $ | 100,439 |
10.
|
COMMITMENTS
AND CONTINGENCIES
|
The
Company is a defendant in legal actions arising from normal business
activities. Management, after consultation with legal counsel,
believes that the resolution of these actions will not have any material
adverse effect on the Company's consolidated financial
statements.
|
|
The
Company is a party to financial instruments with off-balance sheet risk in
the normal course of business to meet the financing needs of its customers
in the way of commitments to extend credit. Commitments to
extend credit are agreements to lend to a customer as long as there is no
violation of any condition established in the
contract. Commitments generally have fixed expiration dates or
other termination clauses and may require payment of a
fee. Since many of the commitments are expected to expire
without being drawn upon, the total commitment amounts do not necessarily
represent future cash requirements. The Company evaluates each
customer's creditworthiness on a case-by-case
basis. Substantially all of the Company's loans are to
borrowers located in Cass, Morgan, Macoupin, Montgomery, and surrounding
counties in Illinois.
|
●
|
Level
1 – quoted prices (unadjusted) for identical assets or liabilities in
active markets
|
|
●
|
Level
2 – inputs include quoted prices for similar assets and liabilities in
active markets, quoted prices of identical or similar assets or
liabilities in markets that are not active, and inputs that are observable
for the asset or liability, either directly or indirectly, for
substantially the full term of the financial
instrument.
|
|
●
|
Level
3 – inputs that are unobservable and significant to the fair value
measurement.
|
Three
Months Ended
|
||||||||
March 31, 2009
|
March 31, 2008
|
|||||||
(In
thousands)
|
||||||||
Balance
at beginning of period
|
$ | 1,934 | $ | 1,766 | ||||
Charge-offs:
|
||||||||
One-to-four
family residential
|
4 | 31 | ||||||
Automobile
|
- | 2 | ||||||
Other
Consumer
|
5 | - | ||||||
Total
|
9 | 33 | ||||||
Recoveries:
|
||||||||
Commercial
and agricultural real estate
|
1 | 1 | ||||||
Home
equity/home improvement
|
1 | 2 | ||||||
Automobile
|
4 | 2 | ||||||
Other
Consumer
|
1 | 2 | ||||||
Total
|
7 | 7 | ||||||
Net
loans charged off
|
2 | 26 | ||||||
Provision
expense
|
350 | 30 | ||||||
Balance
at end of period
|
$ | 2,282 | $ | 1,770 |
March 31, 2009
|
December 31, 2008
|
|||||||
(In
thousands)
|
||||||||
Non-accruing
loans:
|
||||||||
One-to-four
family residential
|
$ | 813 | $ | 445 | ||||
Commerical
and agricultural real estate
|
32 | 34 | ||||||
Multifamily
residential real estate
|
146 | 152 | ||||||
Commercial
and agricultural business
|
253 | 48 | ||||||
Home
equity/Home improvement
|
384 | 318 | ||||||
Automobile
|
13 | 3 | ||||||
Other
consumer
|
9 | 5 | ||||||
Total
|
$ | 1,650 | $ | 1,005 | ||||
Accruing
loans delinquent more than 90 days:
|
||||||||
One-to-four
family residential
|
$ | - | $ | 163 | ||||
Automobile
|
- | 18 | ||||||
Other
consumer
|
4 | 5 | ||||||
Total
|
$ | 4 | $ | 186 | ||||
Foreclosed
assets:
|
||||||||
One-to-four
family residential
|
$ | 188 | $ | 565 | ||||
Commercial
and agricultural real estate
|
140 | 204 | ||||||
Automobiles
|
- | 9 | ||||||
Total
|
$ | 328 | $ | 778 | ||||
Total
nonperforming assets
|
$ | 1,982 | $ | 1,969 | ||||
Total
as a percentage of total assets
|
0.67 | % | 0.68 | % |
March 31, 2009
|
December 31, 2008
|
|||||||
(In
thousands)
|
||||||||
Special
Mention credits
|
$ | 10,133 | $ | 7,369 | ||||
Substandard
credits
|
2,665 | 2,388 | ||||||
Total
watch list credits
|
$ | 12,798 | $ | 9,757 |
March 31, 2009
|
December 31, 2008
|
|||||||
(In
thousands)
|
||||||||
Commitments
to fund loans
|
$ | 43,023 | $ | 50,723 | ||||
Standby
letters of credit
|
774 | 774 |
March
31, 2009
|
December
31, 2008
|
Minimum
|
||||||||||
Actual
|
Actual
|
Required
|
||||||||||
Tier
1 Capital to Average Assets
|
7.18 | % | 7.30 | % | 4.00 | % | ||||||
Tier
1 Capital to Risk-Weighted Assets
|
9.97 | % | 10.02 | % | 4.00 | % | ||||||
Total
Capital to Risk-Weighted Assets
|
11.07 | % | 10.94 | % | 8.00 | % |
Consolidated
Average Balance Sheet and Interest Rates
|
||||||||||||||||||||||||
(Dollars
in thousands)
|
||||||||||||||||||||||||
Three
Months Ended March 31
|
||||||||||||||||||||||||
2009
|
2008
|
|||||||||||||||||||||||
Average
|
Average
|
|||||||||||||||||||||||
Balance
|
Interest
|
Yield/Cost
|
Balance
|
Interest
|
Yield/Cost
|
|||||||||||||||||||
Interest-earnings
assets:
|
||||||||||||||||||||||||
Loans
|
$ | 184,516 | $ | 2,978 | 6.46 | % | $ | 177,964 | $ | 3,100 | 6.97 | % | ||||||||||||
Investment
securities
|
46,590 | 462 | 3.97 | % | 55,151 | 540 | 3.91 | % | ||||||||||||||||
Mortgage-backed
securities
|
27,912 | 329 | 4.72 | % | 23,917 | 296 | 4.96 | % | ||||||||||||||||
Other
|
9,218 | 5 | 0.19 | % | 16,618 | 120 | 2.88 | % | ||||||||||||||||
Total
interest-earning assets
|
268,236 | 3,774 | 5.63 | % | 273,650 | 4,056 | 5.93 | % | ||||||||||||||||
Non-interest
earnings assets
|
24,901 | 20,992 | ||||||||||||||||||||||
Total
assets
|
$ | 293,137 | $ | 294,642 | ||||||||||||||||||||
Interest-bearing
liabilities:
|
||||||||||||||||||||||||
Deposits
|
$ | 227,481 | $ | 1,439 | 2.53 | % | $ | 234,764 | $ | 2,074 | 3.53 | % | ||||||||||||
Short-term
borrowings
|
13,580 | 52 | 1.52 | % | 13,844 | 145 | 4.21 | % | ||||||||||||||||
Total
interest-bearing liabilities
|
241,061 | 1,491 | 2.47 | % | 248,608 | 2,219 | 3.57 | % | ||||||||||||||||
Non-interest
bearing liabilities
|
27,817 | 23,207 | ||||||||||||||||||||||
Stockholders'
equity
|
24,259 | 22,827 | ||||||||||||||||||||||
Total
liabilities/stockholders' equity
|
$ | 293,137 | $ | 294,642 | ||||||||||||||||||||
Net
interest income
|
$ | 2,283 | $ | 1,837 | ||||||||||||||||||||
Interest
rate spread (average yield earned
|
||||||||||||||||||||||||
minus
average rate paid)
|
3.15 | % | 2.36 | % | ||||||||||||||||||||
Net
interest margin (net interest income
|
||||||||||||||||||||||||
divided
by average interest-earning assets)
|
3.40 | % | 2.68 | % |
Three
Months Ended March 31
|
||||||||||||
2009
Compared to 2008
|
||||||||||||
Increase(Decrease)
Due to
|
||||||||||||
Rate
|
Volume
|
Net
|
||||||||||
(In
thousands)
|
||||||||||||
Interest-earnings
assets:
|
||||||||||||
Loans
|
$ | (233 | ) | $ | 111 | $ | (122 | ) | ||||
Investment
securities
|
7 | (85 | ) | $ | (78 | ) | ||||||
Mortgage-backed
securities
|
(15 | ) | 48 | $ | 33 | |||||||
Other
|
(78 | ) | (37 | ) | $ | (115 | ) | |||||
Total
net change in income on
|
||||||||||||
interest-earning
assets
|
(319 | ) | 37 | (282 | ) | |||||||
Interest-bearing
liabilities:
|
||||||||||||
Deposits
|
(572 | ) | (63 | ) | $ | (635 | ) | |||||
Other
borrowings
|
(91 | ) | (2 | ) | $ | (93 | ) | |||||
Total
net change in expense on
|
||||||||||||
interest-bearing
liabilities
|
(663 | ) | (65 | ) | (728 | ) | ||||||
Net
change in net interest income
|
$ | 344 | $ | 102 | $ | 446 |
Change
in Net Interest Income
|
||||||||||||||||||
(Dollars
in thousands)
|
||||||||||||||||||
March
31, 2009
|
December
31, 2008
|
ALCO
|
||||||||||||||||
Rate
Shock:
|
$
Change
|
%
Change
|
$
Change
|
%
Change
|
Benchmark
|
|||||||||||||
+
200 basis points
|
67 | 0.68 | % | (68 | ) | -0.69 | % |
>
(20.00)%
|
||||||||||
+
100 basis points
|
64 | 0.64 | % | 33 | 0.34 | % |
>
(12.50)%
|
|||||||||||
-
100 basis points
|
(178 | ) | -1.79 | % | 95 | 0.97 | % |
>
(12.50)%
|
||||||||||
-
200 basis points
|
(294 | ) | -2.95 | % | (12 | ) | -0.12 | % |
>
(20.00)%
|
Item
1.
|
Legal Proceedings
|
None.
|
|
Item
1.A.
|
Risk Factors
|
There
have been no material changes in the Company’s risk factors from those
disclosed in its annual report on Form 10-K.
|
|
Item
2.
|
Unregistered Sales of Equity Securities and Use of
Proceeds
|
The
following table sets forth the issuer purchases of equity securities
during the prior three
months.
|
Total
number
of
shares
purchased
|
Average
price
paid
per
share
|
Total
number of
shares
purchased
under
publicly
announced
plan
|
Maximum
number of
shares
that may be
purchased
under the
repurchase
plan
|
|||||||||||||
January
1 – January 31
|
- | $ | - | - | 99,395 | |||||||||||
February
1 – February 28
|
67,087 | 7.25 | 67,087 | 32,308 | ||||||||||||
March
1 – March 31
|
- | - | - | 32,308 |
Item
3.
|
Defaults Upon Senior Securities | |
None. | ||
Item
4.
|
Submission of Matters to a Vote of Security Holders | |
None. | ||
Item
5.
|
Other Information | |
None. | ||
Item
6.
|
Exhibits | |
31.1 - |
Certification
of the Chief Executive Officer Pursuant to Rule
13a-14(a)/15d-14(a)
|
|
31.2 - |
Certification
of the Chief Financial Officer Pursuant to Rule
13a-14(a)/15d-14(a)
|
|
32.1 - |
Certification
of the Chief Executive Officer and Chief Financial Officer Pursuant to 18
U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of
2002
|
JACKSONVILLE
BANCORP, INC.
|
||
Registrant
|
||
Date:
05/05/2009
|
/s/ Richard A. Foss
|
|
Richard
A. Foss
|
||
President
and Chief Executive Officer
|
||
/s/ Diana S. Tone
|
||
Diana
S. Tone
|
||
Chief
Financial Officer
|