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LSBX > SEC Filings for LSBX > Form 10-Q on 13-Aug-2008All Recent SEC Filings

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Form 10-Q for LSB CORP


13-Aug-2008

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
In this report, the Company has made forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934 as amended) that are subject to risks and uncertainties. Such forward-looking statements are expressions of management's expectations as of the date of this report regarding future events or trends and which do not relate to historical matters. Such expectations may or may not be realized, depending on a number of variable factors, including but not limited to, changes in interest rates, general economic conditions, including real estate conditions in the Bank's lending areas, regulatory considerations and competition. For more information about these factors, please see our 2007 Annual Report on Form 10-K on file with the SEC, including the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations". As a result of such risk factors and uncertainties, among others, the Company's actual results may differ materially from such forward-looking statements. The Company does not undertake and specifically disclaims any obligation to publicly release updates or revisions to any such forward-looking statements as a result of new information, future events or otherwise.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES The Company has not changed its significant accounting and reporting policies from those disclosed in its 2007 Annual Report on Form 10-K. In applying these accounting policies, management is required to exercise judgment in determining many of the methodologies, assumptions and estimates to be utilized. As discussed in the Company's 2007 Annual Report on Form 10-K, the three most significant areas in which management applies critical assumptions and estimates that are particularly susceptible to change relate to the determination of the allowance for loan losses, income taxes and impairment of the investment portfolio. Management's estimates and assumptions affect the reported amounts of assets and liabilities as of the balance sheet date and revenues and expenses for the period. Actual results could differ from those estimates.
EXECUTIVE LEVEL OVERVIEW
The Company's financial results are dependent on the following areas of the income statement: net interest income, provision for loan losses, non-interest income, non-interest expense and provision for income taxes. Net interest income is the primary earnings of the Company and the main focus of management. Net interest income is the difference between interest earned on loans and investment securities and interest paid on deposits and borrowings. Management's efforts in this area are to increase the corporate loan portfolio, which include construction, commercial real estate and commercial loans, and the residential loan portfolio. Management's efforts for funding are to increase core deposit accounts, which are lower interest-bearing accounts and include savings and money market accounts, and demand deposit accounts. Deposits and borrowings typically have short durations and the costs of these funds do not necessarily rise and fall concurrent with earnings from loans and investment securities. There are many risks involved in managing net interest income including, but not limited to, credit risk, interest rate risk and duration risk. These risks have a direct impact on the level of net interest income. The Company manages these risks through its internal credit and underwriting function and review at meetings of the Asset and Liability Management Committee ("ALCO") on a regular basis. The credit review process reviews loans for underwriting and grading of loan quality while ALCO reviews the liquidity, interest rate risk, duration risk and allocation of capital resources. Loan quality has a direct impact on the amount of provisions for loan losses the Company reports. The provision for loan losses was $505,000 for the six months ended June 30, 2008, as compared to $215,000 for the six months ended June 30, 2007. Management assessed the adequacy of the allowance based on an evaluation of the Bank's loan portfolio and the level of non-performing loans. The increase in the provision during 2008 reflects the increase in the Bank's loan portfolio and a slight increase in non-performing loans.
Non-interest income includes gains and losses on sales of investment securities, various fees and increases on cash surrender value from the Company's investment in BOLI. Customers' loan and deposit accounts generate various


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amounts of fee income depending on the product selected. The Company receives fee income from servicing loans that were sold in previous periods. Non-interest income is primarily impacted by the volume of customer transactions, which could change in response to changes in interest rates, pricing and competition. Non-interest expenses include salaries and employee benefits, occupancy and equipment, professional, data processing and other expenses of the Company, which generally are directly related to business volume and are controlled by a budget process.
Income tax expense is directly related to earnings of the Company. Changes in the statutory tax rates and the earnings of the Company, the Bank and its subsidiaries, as well as the mix of earnings among the different entities would affect the amount of income tax expense reported and the overall effective income tax rate recorded.
The Company believes that the most significant challenge in the current interest rate environment is to increase net interest income while also maintaining competitive deposit rates. The Company's net interest income for the six months ended June 30, 2008 was $8.1 million, a 6.5% increase from $7.6 million for the comparable period in 2007 primarily due to the sustained loan growth. The Company's continued emphasis on increasing loan originations instead of purchasing lower-yielding investment securities favorably affected net interest income.
FINANCIAL CONDITION
SUMMARY
The Company maintains its commitment to servicing the banking needs of the local community in the Merrimack Valley area of northeastern Massachusetts and southern New Hampshire. The Company had total assets of $712.8 million at June 30, 2008, compared to $621.6 million at December 31, 2007. The increase in asset size at June 30, 2008 from December 31, 2007 reflected strong loan growth of $51.5 million since year end 2007 augmented by an increase of $24.8 million in the investment portfolio from December 31, 2007. Investments:
The investment securities portfolio totaled $255.4 million, or 35.8% of total assets at June 30, 2008, compared to $230.6 million, or 37.1% of total assets at December 31, 2007, an increase of $24.8 million from year-end. During the first six months of 2008, the Bank experienced cash inflows of $24.4 million of investments from maturities and prepayments and the funds were reinvested along with other investment securities purchases for a total of $51.2 million. These purchases were primarily purchased for use as collateral for wholesale repurchase agreements, FHLBB short-term and long-term advances and customer repurchase agreements. The Company intends to reinvest future principal paydowns and maturities from the investment portfolio and, to a lesser degree, to fund future loan growth.
The net unrealized loss on securities available for sale as of June 30, 2008 totaled $786,000, or $471,000 net of taxes. The unrealized losses are attributable to changes in interest rates and a corresponding decline in fair value. There are two corporate obligations that are on the Bank's securities watch list due to their current credit ratings by external, independent rating agencies. The amortized cost of these two corporate bonds totaled $3.9 million as of June 30, 2008 with an unrealized loss of $114,000, or 2.9% of amortized cost which represents an improvement of over $300,000 from the end of the first quarter of 2008. Management is monitoring these securities on a monthly basis and it is the intent of management to hold these debt securities to maturity. In the second half of 2007 and the first quarter of 2008, the Company purchased preferred stock issued by the Federal National Mortgage Association ("FNMA") and Federal Home Loan Mortgage Corporation ("FHLMC") at a total cost of $10.1 million. The fair value of these holdings was below their amortized cost by $419,000 as of June 30, 2008. Subsequent to quarter-end, the fair value of these holdings has declined due to uncertainty surrounding further losses and capital raising efforts by FNMA and FHLMC. Management believes that these unrealized losses do not constitute other-than-temporary impairment and the Company has the intent and ability to hold these investments until their respective maturity dates. In addition, as part of its ongoing other-than-temporary impairment evaluation process, management will continue to monitor the fair value of its FNMA and FHLMC preferred stock. On August 6, 2008, Fitch Ratings downgraded its rating of FHLMC preferred stock to 'A' from


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'A+' and placed FHLMC preferred stock (as well as FHLMC subordinated debt) on rating watch with negative implications. Fitch Ratings most recently assigned a rating of 'A+' to FNMA preferred stock but on July 17, 2008, Fitch Ratings placed FNMA preferred stock on rating watch with negative implications. On August 11, 2008, Standard & Poor's downgraded FNMA and FHLMC preferred stock (and subordinated debt) to 'A-' from 'AA-'. As of August 11, 2008, the aggregate fair value of the FNMA and FHLMC preferred stock was $6.4 million. No assurance can be given that management will not need to recognize an other-than-temporary impairment charge related to those FNMA and FHLMC preferred stock investments if the fair values do not recover in the future. In addition, refer to Part II, Item 1A for risk factors relating to the investment portfolio, including the recognition of other-than-temporary impairment.
The following table reflects the components and carrying values of the investment securities portfolio at June 30, 2008 and December 31, 2007:

                                              6/30/08                                                   12/31/07
                        Amortized            Unrealized              Fair         Amortized            Unrealized              Fair
                           Cost          Gains        Losses         Value           Cost          Gains        Losses         Value
                                                                        (In thousands)

Investment
securities available
for sale:
U.S. Treasury
obligations             $    5,582      $     2      $     (8 )    $   5,576      $    5,589      $     4      $    (52 )    $   5,541
Government-sponsored
enterprise
obligations                 19,124           53           (41 )       19,136          15,748           95           (33 )       15,810

U.S. Treasury and
government sponsored
enterprise
obligations                 24,706           55           (49 )       24,712          21,337           99           (85 )       21,351

Mortgage-backed
securities                 161,562        1,018          (980 )      161,600         134,969        2,208          (474 )      136,703
Collateralized
mortgage obligations        49,937          251          (336 )       49,852          60,660          169          (682 )       60,147

Collateralized
mortgage obligations
and mortgage-backed
securities                 211,499        1,269        (1,316 )      211,452         195,629        2,377        (1,156 )      196,850

Corporate
obligations                  6,402            -          (133 )        6,269           6,373           30          (583 )        5,820
Mutual funds                 1,000            -           (55 )          945           1,000            -           (41 )          959
Equity securities           12,580            -          (557 )       12,023           5,546           70             -          5,616

Corporate
obligations and
other investment
securities                  19,982            -          (745 )       19,237          12,919          100          (624 )       12,395

Total investment
securities available
for sale                $  256,187      $ 1,324      $ (2,110 )    $ 255,401      $  229,885      $ 2,576      $ (1,865 )    $ 230,596

Loans:
Total loans increased $51.5 million to $409.6 million and represented 57.4% of total assets at June 30, 2008, versus $358.1 million and 57.6%, respectively, of total assets at December 31, 2007. Retail loans, comprised primarily of residential mortgage loans, increased $20.0 million during the first six months of 2008 while corporate loans, comprised mainly of construction and commercial real estate loans, increased $31.5 million during the same period. The increase is due to loan growth experienced in the commercial real estate and residential loan categories and reflects the continued strategic preference toward loan originations rather than investment security purchases as well as increased demand from its borrowers.
The following table reflects the loan portfolio at June 30, 2008 and December 31, 2007:

                                                6/30/08      12/31/07
                                                   (In thousands)
                Residential mortgage loans     $ 100,176     $  79,743
                Home equity lines and loans       22,693        23,046
                Consumer loans                       918         1,007

                Total retail loans               123,787       103,796

                Construction loans                55,450        47,885
                Commercial real estate loans     205,543       177,968
                Commercial loans                  24,839        28,464

                Total corporate loans            285,832       254,317

                Total loans                      409,619       358,113
                Allowance for loan losses         (5,238 )      (4,810 )

                Total loans, net               $ 404,381     $ 353,303


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Allowance For Loan Losses:
The following table summarizes changes in the allowance for loan losses for the
three months ended and the six months ended June 30, 2008 and 2007:

                                                    Three months ended                 Six months ended
                                                 6/30/08           6/30/07          6/30/08         6/30/07
                                                                       (In thousands)

Beginning balance                               $    4,874         $  4,366        $   4,810        $  4,309
Provision for loan losses                              400              155              505             215
Recoveries on loans previously charged-off               1                2                2               7
Loans charged-off                                      (37 )             (6 )            (79 )           (14 )

Ending balance                                  $    5,238         $  4,517        $   5,238        $  4,517

The allowance for loan losses increased to $5.2 million at June 30, 2008 as compared to $4.8 million at December 31, 2007. However, the allowance for loan losses as a percent of total loans has decreased to 1.28% at June 30, 2008 down from 1.34% at December 31, 2007, due to an increase in total loans outstanding at June 30, 2008, compared to December 31, 2007, with the highest level of growth coming from the commercial real estate and the residential loan portfolios. The Company considers the current level of the allowance for loan losses to be appropriate and adequate. The low levels of delinquent loans and sustained asset quality of the loan portfolio combined with minimal levels of loan charge-offs contributed to the assessment of the allowance for loan losses. The Company has not engaged in any subprime lending.
The amount of the allowance for loan losses reflects management's assessment of estimated credit quality and is based on a review of the risk characteristics of the loan portfolio. The Company considers many factors in determining the adequacy of the allowance for loan losses. Collateral values on a loan by loan basis, trends of loan delinquencies on a portfolio segment level, risk classification identified in the Company's regular review of individual loans, and economic conditions are primary factors in establishing allowance levels. Management believes the allowance level is adequate to absorb the estimated credit losses inherent in the loan portfolio. The allowance for loan losses reflects information available to management at the end of each period. Risk Assets:
Risk assets consist of non-performing loans and other real estate owned (OREO). Non-performing loans consist of both loans 90 days or more past due and loans placed on non-accrual because full collection of the principal balance and interest is in doubt. Other real estate owned is comprised of foreclosed properties where the Company has formally received title or has possession of the collateral and is carried at the lower of the carrying amount of the loan plus capital improvements or the estimated fair value of the property, less selling costs.
Total risk assets were $2.1 million and $1.5 million, respectively, at June 30, 2008 and December 31, 2007. Impaired loans totaled $1.3 million and $1.5 million, respectively, at June 30, 2008 and December 31, 2007. All of the $1.3 million and $1.5 million in impaired loans at June 30, 2008 and December 31, 2007, respectively, had been measured using the fair value of the collateral method and did not require a related allowance. The decrease in non-performing loans since December 31, 2007 was primarily due to the reclassification into OREO of three loans to one borrower that were collateral dependent during the first quarter of 2008. The Company had no impaired loans at June 30, 2007.
The following table summarizes the Company's risk assets at June 30, 2008, December 31, 2007 and June 30, 2007:

                                                    6/30/08       12/31/07       6/30/07
                                                           (Dollars in thousands)
 Non-performing loans                               $  1,455     $    1,523     $     153
 Other real estate owned                                 692              -             -

 Total risk assets                                  $  2,147     $    1,523     $     153


 Risk assets as a percent of total loans and OREO       0.52 %         0.43 %        0.05 %

 Risk assets as a percent of total assets               0.30 %         0.24 %        0.03 %


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Deposits:
Deposits increased $50.2 million during the first six months of 2008 to $372.3 million at June 30, 2008 from $322.1 million at December 31, 2007. Core deposits, consisting of NOW accounts, demand deposit accounts, savings accounts and money market accounts, increased $27.8 million, or 18.6%, amounting to $177.6 million at June 30, 2008, compared to $149.8 million at December 31, 2007. All core deposit categories experienced increases. The most noteworthy were savings accounts and money market accounts which increased $12.7 million and $10.7 million, respectively, from December 31, 2007, primarily due to the higher-rate promotional accounts. Term deposits comprised of brokered certificates of deposit and certificates of deposit increased $22.4 million, or 13.0%, totaling $194.6 million at June 30, 2008, versus $172.3 million at December 31, 2007. Brokered certificates of deposit increased $15.0 million from December 31, 2007, while certificates of deposit increased $7.4 million. The following table reflects the components of the deposit portfolio at June 30, 2008 and December 31, 2007:

                                                  6/30/08      12/31/07
                                                     (In thousands)

              NOW accounts                       $  18,551     $  17,877
              Demand deposit accounts               32,591        28,851
              Savings accounts                      41,196        28,452
              Money market accounts                 85,296        74,621

              Core deposits                        177,634       149,801

              Brokered certificates of deposit      20,461         5,461
              Certificates of deposit              174,185       166,821

              Term deposits                        194,646       172,282

              Total deposits                     $ 372,280     $ 322,083

Borrowed Funds:
Borrowed funds consist of long-term and short-term Federal Home Loan Bank of Boston (FHLBB) advances and securities sold under agreements to repurchase. Total borrowed funds amounted to $277.5 million at June 30, 2008, compared to $235.4 million at December 31, 2007, an increase of $42.1 million. Short-term borrowed funds increased $3.2 million from December 31, 2007, while long-term borrowed funds increased $38.9 million due to the availability of more favorable, longer term rates. Wholesale repurchase agreements increased $15.0 million in the first half of 2008 and included an embedded cap intended to provide rate relief to the Company should rates rise abruptly. The Company believes its borrowing position leaves the Company less vulnerable to rate fluctuations in the coming year. This was achieved by lowering the average long-term borrowed cost of funds from 4.62% at December 31, 2007, to 4.24% at June 30, 2008.
The following table reflects the components of borrowings at June 30, 2008 and December 31, 2007:

                                                 6/30/08      12/31/07
                                                    (In thousands)
              Long-term borrowed funds:
              FHLBB long-term advances          $ 226,303     $ 202,378
              Wholesale repurchase agreements      40,000        25,000

                                                  266,303       227,378


              Short-term borrowed funds:
              FHLBB Ideal Way advances                  -           800
              FHLBB short-term advances             6,000             -
              Customer repurchase agreements        5,160         7,173

                                                   11,160         7,973

              Total borrowed funds              $ 277,463     $ 235,351


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RESULTS OF OPERATIONS
THREE MONTHS ENDED JUNE 30, 2008 AND 2007
SUMMARY
The Company reported net income of $943,000, or $0.21 per diluted share, as compared to a net income of $832,000, or $0.18 per diluted share, for the three months ended June 30, 2008 and 2007, respectively. The second quarter of 2008 experienced an increase in net income primarily due to increases in net interest income of $381,000 and non-interest income of $76,000. Partially offsetting these increases, the Company recorded a provision for loan losses of $400,000 in the second quarter of 2008 resulting from continued and sustained corporate and residential loan growth of $37.1 million in the second quarter of 2008. Net Interest Income From Operations:
Net interest income for the three months ended June 30, 2008 increased by $381,000, or 9.9%, to $4.2 million from $3.8 million for the same period of 2007. The net interest rate spread decreased to 2.16% for the three months ended June 30, 2008 versus 2.24% for the same period of 2007. Interest income for the three months ended June 30, 2008 increased $1.0 million primarily due to higher average loan and investment security balances compared to the same period of 2007. Partially offsetting the increase in total interest income was an increase of $668,000 in total interest expense primarily due to an increase in average deposit and borrowed funds balances. Net interest margin decreased to 2.54% versus 2.81% for the quarters ended June 30, 2008 and 2007, respectively. Interest Income:
Interest income increased $1.0 million, or 12.3%, during the second quarter of 2008 versus the same quarter in 2007, primarily attributable to a rise in average loan and investment security balances.
Average loan interest rates decreased 95 basis points from 7.24% to 6.29% during the second quarter of 2008 as compared to the comparable quarter of 2007, resulting in a decrease of $789,000 to interest income. Average loan balances rose $70.6 million from $316.4 million in 2007 to $387.1 million in 2008 contributing $1.1 million to interest income.
Average investment security interest rates increased 17 basis points during the second quarter of 2008 from 4.83% in 2007 to 5.00% in 2008 adding $18,000 to interest income. Average investment security balances rose $49.4 million from $232.8 million in 2007 to $282.2 million in 2008 contributing $691,000 to interest income.
Interest Expense:
Interest expense increased $668,000, or 14.3%, during the second quarter of 2008 from $4.7 million in the second quarter of 2007 to $5.3 million in the second quarter of 2008, primarily due to the rise in average deposit and average borrowed funds volumes.
Average deposit interest rates decreased 43 basis points from 3.49% to 3.06% in the second quarter of 2008 as compared to the comparable quarter of 2007, decreasing interest expense by $377,000. Average interest-bearing deposit balances increased by $42.8 million from $276.6 million in 2007 to $319.4 million in 2008, accompanied by a change in the mix resulting in a preference for higher costing certificates of deposit, which increased interest expense by $401,000.
Average borrowed funds interest rates decreased 49 basis points from 4.68% in the second quarter of 2007 to 4.19% in the same quarter of 2008 resulting in a decrease of $284,000 to interest expense. Average borrowed fund balances rose $85.4 million, or 44.1%, from $193.5 million in 2007 to $278.9 million in 2008. This increase resulted in additional interest expense of $928,000 due to an increase in longer term borrowed funds.


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Provision for Loan Losses:
The provision for loan losses totaled $400,000 and $155,000 for the three months ended June 30, 2008 and 2007, respectively. The provisions in 2008 and 2007 reflect management's analysis of loan growth during the second quarters of 2008 and 2007 with the highest levels of growth coming from the commercial real estate and residential loan portfolio. The balance of the allowance for loan losses has grown to $5.2 million at June 30, 2008, from $4.5 million at June 30, 2007, respectively. The coverage of the allowance for loan losses decreased to 1.28% at June 30, 2008 from 1.36% at June 30, 2007 due to the loan growth of $37.1 million experienced during the second quarter of 2008 as compared to $25.4 million in the second quarter of 2007. In addition, the mix of loans has increased towards retail loans, thereby allowing the coverage ratio to decline slightly as they represent less risky loans. In addition, the Company has not engaged in subprime lending.
Non-Interest Income: . . .

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