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PFBX > SEC Filings for PFBX > Form 10-Q on 7-Aug-2009All Recent SEC Filings

Show all filings for PEOPLES FINANCIAL CORP /MS/ | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for PEOPLES FINANCIAL CORP /MS/


7-Aug-2009

Quarterly Report


Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations
GENERAL
The Company is a one-bank holding company headquartered in Biloxi, Mississippi. It has two operating subsidiaries, PFC Service Corp. and The Peoples Bank, Biloxi, Mississippi (the "Bank"). The Bank provides a full range of banking, financial and trust services to state, county and local government entities and individuals and small and commercial businesses in Harrison, Hancock, Stone and Jackson counties in Mississippi.
The following presents Management's discussion and analysis of the consolidated financial condition and results of operations of Peoples Financial Corporation and Subsidiaries. These comments should be considered in combination with the Consolidated Financial Statements and Notes to Consolidated Financial Statements included in this report on Form 10-Q and the Consolidated Financial Statements, Notes to Consolidated Financial Statements and Management's Discussion and Analysis included in the Company's Form 10-K for the year ended December 31, 2008.
Forward-Looking Information
Congress passed the Private Securities Litigation Act of 1995 in an effort to encourage corporations to provide information about a company's anticipated future financial performance. This act provides a safe harbor for such disclosure which protects the companies from unwarranted litigation if actual results are different from management expectations. This report contains forward-looking statements and reflects industry conditions, company performance and financial results. These forward-looking statements are subject to a number of factors and uncertainties which could cause the Company's actual results and experience to differ from the anticipated results and expectations expressed in such forward-looking statements. Such factors and uncertainties include, but are not limited to: changes in interest rates and market prices, changes in local economic and business conditions, increased competition for deposits and loans, a deviation in actual experience from the underlying assumptions used to determine and establish the allowance for loan losses, changes in the availability of funds resulting from reduced liquidity, changes in government regulations and acts of terrorism, weather or other events beyond the Company's control.
Critical Accounting Policies
Certain critical accounting policies affect the more significant estimates and assumptions used in the preparation of the consolidated financial statements. The Company's single most critical accounting policy relates to its allowance for loan losses, which reflects the estimated losses resulting from the inability of its borrowers to make loan payments. If there was a deterioration of any of the factors considered by Management in evaluating the allowance for loan losses, the estimate of loss would be updated, and additional provisions for loan losses may be required.


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OVERVIEW
Net income for the second quarter of 2009 was $200,707 compared with $2,177,998 for the second quarter of 2008. This decrease of $1,977,291 is the result of the increase in the provision for the allowance for losses on loans of $1,454,000 and an increase in FDIC and state banking assessments of $496,393 during the second quarter of 2009. In addition to recurring, quarterly FDIC assessments which are based on deposits, a special assessment of 5 basis points on the sum of total assets less Tier 1 capital was imposed by the FDIC as of June 30, 2009 in order to improve the balance in the Bank Insurance Fund. This special assessment amounted to $420,000 for the Company.
Net income for the first six months 2009 was $1,903,674 compared with $4,267,398 for the first six months of 2008. This decrease of $2,363,724 is the result of the increase in the provision for the allowance for losses on loans of $1,756,000 and an increase in FDIC assessments of $420,000 for the special assessment discussed previously.
Total assets increased to $946,324,090 at June 30, 2009 from $896,407,501 at December 31, 2008. This increase was primarily attributable to the net increase in available for sale securities of $40,452,903 during the first half of 2009, which was funded through increased deposits of $7,818,027 and increased borrowings from the Federal Home Loan Bank of $35,919,449.
RESULTS OF OPERATIONS
Net Interest Income
Net interest income, the amount by which interest income on loans, investments and other interest earning assets exceeds interest expense on deposits and other borrowed funds, is the single largest component of the Company's income. Management's objective is to provide the largest possible amount of income while balancing interest rate, credit, liquidity and capital risk. Changes in the volume and mix of interest earning assets and interest-bearing liabilities combined with changes in market rates of interest directly affect net interest income.
The Federal Reserve, through the Federal Open Market Committee (the "Committee"), dropped the discount rate by a total of 200 basis points during the first quarter of 2008, and by another 200 basis points during the following three quarters of 2008. The Committee's actions were their attempt to stabilize financial markets as well as to stimulate the national economy and flow of capital. Typically, changes in the discount rate result in corresponding changes in prime interest rates. The impact of these rate reductions was significant to the Company's financial condition and results of operations. Quarter Ended June 30, 2009 as Compared with Quarter Ended June 30, 2008 The Company's average interest earning assets increased approximately $32,956,000, or 4%, from approximately $808,824,000 for the second quarter of 2008 to approximately $841,780,000 for the second quarter of 2009. The Company increased its investment in U.S. Agency and State, County


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and Municipal securities, which were classified as available for sale, during the second quarter of 2009.
As a result of the Committee's actions, the average yield on earning assets decreased 129 basis points, from 5.45% for the second quarter of 2008 to 4.16% for the second quarter of 2009. The Company's loan portfolio generally has a 40%/60% blend of fixed/floating rate term. This results in the Company being more asset sensitive to market interest rates and generally is the cause of the decrease in interest income.
Average interest bearing liabilities increased approximately $36,169,000, or 5%, from approximately $666,819,000 for the second quarter of 2008 to approximately $702,988,000 for the second quarter of 2009. Increased brokered deposits, federal funds purchased and borrowings from the Federal Home Loan Bank funded investment purchases during the second quarter of 2009. As a result of the Committee's actions, the average rate paid on interest bearing liabilities decreased 114 basis points, from 2.29% for the second quarter of 2008 to 1.15% for the second quarter of 2009.
The Company's net interest margin on a tax-equivalent basis, which is net interest income as a percentage of average earning assets, was 3.20% at June 30, 2009, down 37 basis points from 3.57% at June 30, 2008.
Six Months Ended June 30, 2009 as Compared with Six Months Ended June 30, 2008 The Company's average interest earning assets increased approximately $11,722,000, or 1%, from approximately $817,862,000 for the first half of 2008 to approximately $828,584,000 for the first half of 2009.
As a result of the Committee's actions, the average yield on earning assets decreased 147 basis points, from 5.68% for the first half of 2008 to 4.21% for the first half of 2009. The Company's loan portfolio generally has a 40%/60% blend of fixed/floating rate term. This results in the Company being more asset sensitive to market interest rates and generally is the cause of the decrease in interest income.
Average interest bearing liabilities increased approximately $14,456,000, or 2%, from approximately $675,158,000 for the first half of 2008 to approximately $689,614,000 for the first half of 2009. The average rate paid on interest bearing liabilities decreased 133 basis points, from 2.58% for the first half of 2008 to 1.25% for the first half of 2009.
The Company's net interest margin on a tax-equivalent basis, which is net interest income as a percentage of average earning assets, was 3.17% at June 30, 2009, down 39 basis points from 3.56% at June 30, 2008.
The tables on the following pages analyze the changes in tax-equivalent net interest income for the quarters ended June 30, 2009 and 2008 and the six months ended June 30, 2009 and 2008.


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          Analysis of Average Balances, Interest Earned/Paid and Yield
                                 (In Thousands)

                                                       Three Months Ended June 30, 2009                                          Three Months Ended June 30, 2008
                                        Average Balance            Interest Earned/Paid           Rate            Average Balance           Interest Earned/Paid           Rate

Loans (2)(3)                           $         473,432          $                5,086            4.30 %       $         463,561          $               6,676            5.76 %

Federal Funds Sold                                   934                               1            0.42 %                   5,067                             25            1.97 %

HTM:
Non taxable (1)                                    3,264                              43            5.27 %                   3,653                             57            6.24 %

AFS:
Taxable                                          328,065                           3,205            3.91 %                 306,118                          3,912            5.11 %

Non taxable (1)                                   33,692                             414            4.92 %                  22,609                            322            5.70 %

Other                                              2,393                               2            0.33 %                   7,816                             38            1.94 %


Total                                  $         841,780          $                8,751            4.16 %       $         808,824          $              11,030            5.45 %

Savings & interest-bearing DDA         $         238,775          $                  541            0.91 %       $         260,870          $               1,059            1.62 %

CD's                                             217,051                             856            1.58 %                 190,627                          1,559            3.27 %

Federal funds purchased                          230,600                             517            0.90 %                 207,973                          1,082            2.08 %

FHLB advances                                     16,562                             111            2.68 %                   7,349                            118            6.42 %

Total                                  $         702,988          $                2,025            1.15 %       $         666,819          $               3,818            2.29 %

Net tax-equivalent yield on
earning assets                                                                                      3.20 %                                                                   3.57 %

(1) All interest earned is reported on a taxable equivalent basis using a tax rate of 34% in 2009 and 2008.

(2) Loan fees of $135,074and $293,340 for 2009 and 2008, respectively, are included in these figures.

(3) Includes nonaccrual loans.


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          Analysis of Average Balances, Interest Earned/Paid and Yield
                                 (In Thousands)

                                                       Six Months Ended June 30, 2009                                           Six Months Ended June 30, 2008
                                       Average Balance           Interest Earned/Paid           Rate            Average Balance           Interest Earned/Paid           Rate

Loans (2)(3)                          $         471,986          $              10,204            4.32 %       $         456,822          $              14,108            6.18 %

Federal Funds Sold                                1,136                              1            0.18 %                   4,825                             62            2.57 %

HTM:
Non taxable (1)                                   3,329                             89            5.35 %                   3,992                            125            6.26 %

AFS:
Taxable                                         317,464                          6,338            3.99 %                 321,601                          8,201            5.10 %

Non taxable (1)                                  33,033                            839            5.08 %                  22,636                            647            5.72 %

Other                                             2,636                              7            0.53 %                   7,986                            101            2.53 %


Total                                 $         829,584          $              17,478            4.21 %       $         817,862          $              23,244            5.68 %

Savings & interest-bearing DDA        $         241,524          $               1,236            1.02 %       $         253,387          $               2,060            1.63 %

CD's                                            196,453                          1,717            1.75 %                 210,255                          3,778            3.59 %

Federal funds purchased                         228,985                          1,094            0.96 %                 203,600                          2,620            2.57 %

FHLB advances                                    22,652                            272            2.40 %                   7,916                            240            6.06 %


Total                                 $         689,614          $               4,319            1.25 %       $         675,158          $               8,698            2.58 %

Net tax-equivalent yield on
earning assets                                                                                    3.17 %                                                                   3.56 %

(1) All interest earned is reported on a taxable equivalent basis using a tax rate of 34% in 2009 and 2008.

(2) Loan fees of $287,216and $409,311 for 2009 and 2008, respectively, are included in these figures.

(3) Includes nonaccrual loans.


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Provision for Loan Losses
In the normal course of business, the Company assumes risk in extending credit to its customers. This credit risk is managed through compliance with the loan policy, which is approved by the Board of Directors. The loan policy establishes guidelines relating to underwriting standards, including but not limited to financial analysis, collateral valuation, lending limits, pricing considerations and loan grading. A loan review process further assists with evaluating credit quality and assessing potential performance issues. Loan delinquencies and deposit overdrafts are closely monitored in order to identify developing problems as early as possible. In addition, the Company continuously monitors its relationships with its loan customers in concentrated industries such as gaming and hotel/motel, as well as the exposure for out of area loans, and their direct and indirect impact on its operations. A watch list of credits which pose a potential loss to the Company is prepared based on the loan grading system. This list forms the foundation of the Company's allowance for loan loss computation.
Based on its ongoing analysis, the Company recorded charged-offs of $3,495,328 during the six months ended June 30, 2009 and recorded a provision of $1,850,000 for the first half of 2009, of which $1,502,000 was expensed in the second quarter.
The allowance for loan losses is an estimate, and as such, events may occur in the future which may affect its accuracy. The Company anticipates that it is possible that additional information will be gathered in future quarters which may require an adjustment to the allowance for loan losses. Management will continue to closely monitor its portfolio and take such action as it deems appropriate to accurately report its financial condition and results of operations.
Non-interest income
Total non-interest income decreased $464,339 for the second quarter of 2009 as compared with the second quarter of 2008. Contributing to this decrease is the reduction in trust department income and fees of $108,275 as a result of the decrease in market value, on which fees are based, of personal trust accounts. Total non-interest income also was impacted by the decrease in other income of $301,152 for the second quarter of 2009 as compared with the second quarter of 2008. A loss of $149,517 on the Company's investment in preferred stock of an unaffiliated bank holding company was recognized as the FDIC closed that company's bank subsidiary during the second quarter. Results for the second quarter of 2008 included a gain from the sale of bank premises of $142,607, while there were no such sales during 2009.
Total non-interest income decreased $379,710 for the first half of 2009 as compared with the first half of 2008. Contributing to this decrease is the reduction in trust department income and fees of $167,099 as a result of the decrease in market value, on which fees are based, of personal trust accounts. A loss of $149,517 on the Company's investment in preferred stock of an unaffiliated bank holding company was recognized as the FDIC closed that company's bank subsidiary during 2009. Other income during the first half of 2009 included a gain from an investment in a low income housing partnership. Other income during the first half of 2008 included gains from the sale of bank premises of $142,607.


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Non-interest expense
Total non-interest expense increased $678,874 for the second quarter of 2009 as compared with the second quarter of 2008. Included in the second quarter of 2009 was increased occupancy expense of $173,909 relating to increased property and casualty insurance costs. Other expense for the second quarter of 2009 included the FDIC special assessment of $420,000.
Total non-interest expense increased $669,996 for the first half of 2009 as compared with the first half of 2008. Included in the 2009 results were increased occupancy expense of $185,945 relating to increased property and casualty insurance costs. Other expense for the first half of 2009 included the FDIC special assessment of $420,000 as well as an increase of $109,703 for regular quarterly state and federal assessments. Income Taxes
Income taxes decreased $1,134,000 for the second quarter of 2009 as compared with the second quarter of 2008, and decreased $1,883,000 for the first half of 2009 as compared with the first half of 2008. Approximately $1,058,000 and $1,444,000 of these decreases were the result of the overall decrease in taxable earnings for the first quarter of 2009 as compared with the first quarter of 2009 and the first half of 2009 as compared with the first half of 2008, respectively. The remaining decrease was primarily attributable to an increase in non-taxable income as a component of total income, the overall over accrual of taxes during the first quarter and first half of 2008 and the effect of tax credits in 2009.
FINANCIAL CONDITION
The Company increased its investment in Federal Home Loan Bank ("FHLB") stock to $3,522,900 as a prerequisite to increasing its borrowing limit from FHLB.


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The composition of the loan portfolio was as follows:

                                                                   June 30, 2009          December 31, 2008

Real estate, construction                                         $   97,647,671        $       118,455,302
Real estate, mortgage                                                304,168,599                290,458,002
Loans to finance agricultural production                               1,553,640                  3,177,723
Commercial and industrial loans                                       51,112,078                 43,311,552
Loans to individuals for household, family and other
consumer expenditures                                                 10,423,033                 10,201,518
Obligations of states and political subdivisions                       2,260,095                  1,733,194
All other loans                                                                                      39,748


Total                                                             $  467,165,116        $       467,377,039

The decrease in interest rates earned on interest-earning assets has directly impacted accrued interest receivable, which decreased $450,450 during the first half of 2009.
Other real estate increased $2,054,286 at June 30, 2009, as compared with December 31, 2008. This increase is the result of the foreclosure on non-performing loans. Of the total increase, $1,794,983 related to one loan relationship.
Other assets increased $738,041 at June 30, 2009, as compared with December 31, 2008. This increase is primarily attributable to the increase in deferred taxes of $832,360, primarily from unrealized losses on available for sale investments. Total deposits increased $7,818,027 at June 30, 2009, as compared with December 31, 2008. Typically, significant increases or decreases in total deposits and/or significant fluctuations among the different types of deposits from quarter to quarter are anticipated by Management as customers in the casino industry and county and municipal entities reallocate their resources periodically. During the first half of 2009, time deposits with a balance of $100,000 or more increased $50,751,747 as a result of the acquisition of $20,000,000 in brokered deposits and an increase in public fund time deposits of $24,126,226.
Borrowings from the Federal Home Loan Bank increased $35,919,449 at June 30, 2009, as compared with December 31, 2008, based on the liquidity needs of the Company's bank subsidiary.
SHAREHOLDERS' EQUITY AND CAPITAL ADEQUACY As a part of its on-going stock repurchase program, the Company repurchased and retired 127,571 shares of its common stock, at a total repurchase price of $2,366,559 during the first half of 2009. Management believes that the Company's stock is undervalued, and plans to continue its repurchase activities in future quarters.


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Strength, security and stability have been the hallmark of the Company since its founding in 1985 and of its bank subsidiary since its founding in 1896. A strong capital foundation is fundamental to the continuing prosperity of the Company and the security of its customers and shareholders. One measure of capital adequacy is the primary capital ratio which was 12.06% at June 30, 2009, which is well above the regulatory minimum of 6.00%. Management continues to emphasize the importance of maintaining the appropriate capital levels of the Company and has established the goal of maintaining its primary capital ratio at 8.00%, which is the minimum requirement for classification as being "well-capitalized" by the banking regulatory authorities.
LIQUIDITY
Liquidity represents the Company's ability to adequately provide funds to satisfy demands from depositors, borrowers and other commitments by either converting assets to cash or accessing new or existing sources of funds. Management monitors these funds requirements in such a manner as to satisfy these demands and provide the maximum earnings on its earning assets. Deposits, payments of principal and interest on loans, proceeds from maturities of investment securities and earnings on investment securities are the principal sources of funds for the Company.
Borrowings from the Federal Home Loan Bank, federal funds sold and federal funds purchased are also utilized by the Company to manage its daily liquidity position. During the second quarter of 2009, the Company was approved to participate in the Federal Reserve Bank Discount Window Primary Credit Program and may draw upon this resource for liquidity if needed. Item 4: Controls and Procedures
As of June 30, 2009, an evaluation was performed under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer of the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)). Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer have concluded that the Company's disclosure controls and procedures are effective to ensure that the information required to be disclosed by the Company in the reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms.
There were no changes in the Company's internal control over financial reporting that occurred during the period ended June 30, 2009 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.


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