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

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Form 10-Q for CENTER FINANCIAL CORP


10-Aug-2009

Quarterly Report


Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

The following is management's discussion and analysis of the major factors that influenced the Company's consolidated results of operations for the three and six months ended June 30, 2009 and 2008 and financial condition as of June 30, 2009 and December 31, 2008. This analysis should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, 2008 and with the unaudited consolidated financial statements and notes as set forth in this report.

FORWARD-LOOKING STATEMENTS

Certain matters discussed under this caption may constitute forward-looking statements under Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are forward looking statements. There can be no assurance that the results described or implied in such forward-looking statements will, in fact, be achieved and actual results, performance, and achievements could differ materially because the business of the Company involves inherent risks and uncertainties, many of which are difficult to predict and are generally beyond the control of the Company. Risks and uncertainties include, but not limited to, possible future deteriorating economic conditions in the Company's areas of operation; interest rate risk associated with volatile interest rates and related asset-liability matching risk; liquidity risks; risk of significant non-earning assets, and net credit losses that could occur, particularly in times of weak economic conditions or times of rising interest rates; risks of available-for-sale securities declining significantly in value as interest rates rise or issuers of such securities suffer financial losses; increased competition among depository institutions; successful completion of planned acquisitions and effective integration of the acquired entities; the economic and regulatory effects of the continuing war on terrorism and other events of war, including the wars in Iraq and Afghanistan; the effect of natural disasters, including earthquakes, fires and hurricanes; and regulatory risks associated with the variety of current and future regulations to which the Company is subject. All of these risks could have a material adverse impact on the Company's financial condition, results of operations or prospects, and these risks should be considered in evaluating the Company. For additional information concerning these factors, see "Interest Rate Risk Management" and "Liquidity and Capital Resources" contained in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section of our Form 10-K for the year ended December 31, 2008, as supplemented by the information contained in this report.

Critical Accounting Policies

Accounting estimates and assumptions discussed in this section are those that the Company considers to be the most critical to an understanding of the Company's financial statements because they inherently involve significant judgments and uncertainties. The financial information contained in these statements is, to a significant extent, financial information that is based on approximate measures of the financial effects of transactions and events that have already occurred. These critical accounting policies are those that involve subjective decisions and assessments and have the greatest potential impact on the Company's results of operations. Management has identified its most critical accounting policies to be those relating to the following: investment securities, loan sales, allowance for loan losses, OREO, impaired loans, deferred income taxes and share-based compensation. The following is a summary of these accounting policies. In each area, the Company has identified the variables most important in the estimation process. The Company has used the best information available to make the estimations necessary to value the related assets and liabilities. Actual performance that differs from the Company's estimates and future changes in the key variables could change future valuations and impact net income.

Investment Securities

Under SFAS No. 115, Accounting for Certain Investments in Debt and Equity Securities, investment securities generally must be classified as held-to-maturity, available-for-sale or trading. The appropriate


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classification is based partially on the Company's ability to hold the securities to maturity and largely on management's intentions with respect to either holding or selling the securities. The classification of investment securities is significant since it directly impacts the accounting for unrealized gains and losses on securities. Unrealized gains and losses on trading securities flow directly through earnings during the periods in which they arise, whereas with respect to available-for-sale securities, they are recorded as a separate component of shareholders' equity (accumulated comprehensive other income or loss) and do not affect earnings until realized. The fair values of the Company's investment securities are generally determined by reference to quoted market prices and reliable independent sources.

Under FSP FAS 115-2 and FAS 124-2, Recognition and Presentation of Other-Than-Temporary Impairments, which clarify 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 an anticipated recovery in fair value to avoid recognizing an other-than-temporary impairment. In instances where 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, FSP FAS 115-2 and FAS 124-2 require 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. The Company adopted this FSP during the second quarter of 2009 and recorded a cumulative effect adjustment of $0.9 million as an increase to the beginning balance of retained earnings and accumulated other comprehensive income as of April 1, 2009.

Loan Sales

Certain Small Business Administration loans and other loans that the Company has the intent to sell prior to maturity are designated as held for sale typically at origination and recorded at the lower of cost or market value, on an aggregate basis. Upon management's decision, certain loans in the portfolio may be reclassified to the held for sale category prior to any commitment by the Company to sell the loans. Such decision is usually made to rebalance the loan portfolio and to better manage the Company's liquidity and capital resources. A valuation allowance is established if the market value of such loans is lower than their cost, and operations are charged or credited for valuation adjustments. A portion of the premium on sale of loans is recognized as other operating income at the time of the sale. The remaining portion of the premium relating to the portion of the loan retained is deferred and amortized over the remaining life of the loan as an adjustment to yield. Servicing assets or liabilities are recorded when loans are sold with servicing retained, based on the present value of the contractually specified servicing fee, net of servicing costs, over the estimated life of the loan, using a discount rate based on the related note rate plus 1 to 2%. Net servicing assets, or servicing assets net of servicing liabilities, are amortized in proportion to and over the period of estimated future servicing income. Management periodically evaluates the net servicing asset for impairment, which is the carrying amount of the net servicing asset in excess of the related fair value. Impairment, if it occurs, is recognized as a write-down in the period of impairment.

Allowance for Loan Losses

Loan losses are charged, and recoveries are credited to the allowance account. Additions to the allowance account are charged to the provision for loan losses. The allowance for loan losses is maintained at a level considered adequate by management to absorb inherent losses in the loan portfolio. The adequacy of the allowance for loan losses is determined by management based upon an evaluation and review of the loan


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portfolio, consideration of historical loan loss experience, current economic conditions, and changes in the composition of the loan portfolio, analysis of collateral values, and other pertinent factors. While management uses available information to recognize possible losses on loans, future additions to the allowance may be necessary based on changes in economic conditions. In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Company's allowance for loan losses. Such agencies may require the Company to recognize additional allowance based on their judgments about information available to them at the time of their examination.

OREO

The Company records the property at the lower of its carrying value or its fair value less anticipated disposal costs. Any write-down of OREO is charged to earnings. The Company may make loans to potential buyers of OREO to facilitate the sale of OREO. In those cases, all loans made to such buyers must be reviewed under the same guidelines as those used for making customary loans, and must conform to the terms and conditions consistent with the Company's loan policy. Any deviations from this policy must be specifically noted and reported to the appropriate lending authority. The Company follows Statement of Financial Accounting Standards No. 66 (SFAS No. 66), Accounting for Sales of Real Estate, when accounting for loans made to facilitate the sale of OREO. In accordance with paragraph 5 of SFAS No. 66, profit on real estate sales transactions shall not be recognized by the full accrual method until all of the following criteria are met:

• A sale is consummated;

• The buyer's initial and continuing investments are adequate to demonstrate a commitment to pay for the property;

• The seller's receivable is not subject to future subordination; and

• The seller has transferred to the buyer the usual risks and rewards of ownership in a transaction that is in substance a sale and does not have a substantial continuing involvement with the property.

Impaired Loans

Loans are measured for impairment when it is probable that not all amounts, including principal and interest, will be collected in accordance with the contractual terms of the loan agreement. The amount of impairment and any subsequent changes are recorded through the provision for loan losses as an adjustment to the allowance for loan losses. Impairment is measured either based on the present value of the loan's expected future cash flows or the estimated fair value of the collateral less related liquidation costs. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

The Company evaluates consumer loans for impairment on a pooled basis. These loans are considered to be smaller balance, homogeneous loans, and are evaluated on a portfolio basis accordingly.

Deferred Taxes

Deferred income taxes are provided for using an asset and liability approach. Deferred income tax assets and liabilities represent the tax effects, based on current tax law, of future deductible or taxable amounts attributable to events that have been recognized in the consolidated financial statements. As of June 30, 2009, the Company's deferred tax assets were primarily due to allowance for loans losses and impairment losses on securities available for sale.

Share-based Compensation

The Company adopted SFAS No. 123R as of January 1, 2006 as discussed in Note 5 to the interim consolidated financial statements. SFAS No. 123R requires the Company to recognize compensation expense for all share-based payments made to employees based on the fair value of the share-based payment on the date of


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grant. The Company elected to use the modified prospective method for adoption, which requires compensation expense to be recorded for all unvested stock options beginning in the first quarter of adoption. For all unvested options outstanding as of January 1, 2006, the previously measured but unrecognized compensation expense, based on the fair value at the original grant date, is recognized on a straight-line basis in the consolidated statements of operations over the remaining vesting period. For share-based payments granted subsequent to January 1, 2006, compensation expense, based on the fair value on the date of grant, is recognized in the consolidated statements of operations on a straight-line basis over the vesting period. In determining the fair value of stock options, the Company uses the Black-Scholes option-pricing model that employs the following assumptions:

• Expected volatility-based on the weekly historical volatility of our stock price, over the expected life of the option.

• Expected term of the option-based on historical employee stock option exercise behavior, the vesting terms of the respective option and a contractual life of ten years.

• Risk-free rate-based upon the rate on a zero coupon U.S. Treasury bill, for periods within the contractual life of the option, in effect at the time of grant.

• Dividend yield-calculated as the ratio of historical dividends paid per share of common stock to the stock price on the date of grant.

The Company's stock price volatility and option lives involve management's best estimates at that time, both of which impact the fair value of the option calculated under the Black-Scholes methodology and, ultimately, the expense that will be recognized over the life of the option.

SUMMARY OF FINANCIAL DATA

Executive Overview

The consolidated net loss for the three and six months ended June 30, 2009 was $12.8 million and $15.5 million, or loss of $0.81 and $1.01 per diluted common share, respectively, compared to consolidated net income of $5.3 million and $9.5 million or $0.32 and $0.58 per diluted common share during the same periods in 2008. The following are highlights related to the results during the three and six months ended June 30, 2009 results as compared to the corresponding periods of 2008:

• Net interest income before provision for loan losses was $15.3 million and $31.2 million for three and six months ended June 30, 2009, respectively, as compared to $19.0 million and $37.6 million for the same periods in 2008, respectively. Due to the decrease in market rates and the increase in non-accrual loans, the average yield on loans for the three and six months ended June 30, 2009 decreased to 6.12% and 6.01% compared to 6.94% and 7.19% for the same periods in 2008. The average investment portfolio for the three and six months ended June 30, 2009 were $227.0 million and $216.1 million compared to $179.8 million and $171.4 million, respectively. The average yields on the investment portfolio for three and six months ended June 30, 2009 were 4.14% and 4.32% compared to 4.85% and 4.92%, respectively.

• Net interest margin for the three and six months ended June 30, 2009 decreased to 2.96% and 3.14% compared to 3.81% and 3.79% for the same periods of 2008, respectively. Loan yields declined 82 and 118 basis points whereas the cost of deposits declined 104 and 136 basis points, respectively. The loan yield decline was a result of lower interest income from loans that are non-accrual of $0.5 million and $1.2 million for three and six months ended June 30, 2009. The Company's ability to increase loan production to better balance the mix of loan and liquidity investments on its balance sheet has been challenging in the past several quarters due to the adverse economic condition and limited qualified borrowers in the market place. The cost of interest-bearing liabilities decreased to 2.85% and 2.88% for the three and six months ended June 30, 2009 compared to 3.72% and 4.04% for the same periods in 2008, respectively. The Korean-American deposit market has continued to be very competitive in pricing deposits which has impacted the Company's cost of deposits in recent quarters.


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• The provision for loan losses was $29.8 million and $44.3 million for the three and six months ended June 30, 2009 compared to $2.0 million and $4.2 million for the same periods in 2008. The increases were primarily due to an increase in historical loss experience, an increase in the level of nonperforming loans and impaired loans, and the deterioration in the overall economy indicated by the elevated levels of unemployment and business failures negatively affecting the Company's customers.

• The Company's efficiency ratio increased to 62.5% and 57.0% for the three and six months ended June 30, 2009, respectively, compared to 53.5% and 56.5% for the same periods in 2008. The deterioration mainly relates to the increases in the regulatory assessment offset by the decrease in noninterest expenses, primarily salaries and benefits expenses, legal fees, business promotion and advertising expenses and other operating expenses.

• Return on average assets and return on average equity decreased to (2.32)% and (23.95)%, respectively, for the three months ended June 30, 2009, compared to 1.00% and 12.97% during the same period in 2008. Return on average assets and return on average equity decreased to (1.47)% and
(14.29)%, respectively, for the six months ended June 30, 2009, compared to 0.90% and 11.74% during the same period in 2008. Return on average assets and the return on average equity decreased due to the consolidated net loss primarily resulting from the compression of net interest margins, the increase in the loan loss provision, and the decrease in noninterest income.

The following are important factors in understanding the Company's financial condition and liquidity:

• The Company's gross loans decreased by $72.5 million, or 4.2%, during the six months ended June 30, 2009. Net loans and loans held for sale decreased by $98.6 million, or 5.9%, to $1.58 billion at June 30, 2009, as compared to $1.68 billion at December 31, 2008. The decrease in the loan portfolio was mainly the result of a lower levels of loan production and higher levels of loan pay-offs and charge-offs during the first six months of 2009 compared to the same period in 2008. The weakening economy has adversely affected the ability to originate loans during the period.

• Total nonperforming loans increased to $38.9 million as of June 30, 2009 from $20.5 million as of December 31, 2008 and $8.7 million as of June 30, 2008, respectively. The ratio of nonperforming loans to total gross loans increased to 2.36% at June 30, 2009 compared to 1.19% at December 31, 2008. The ratio of allowance for loan losses to total nonperforming loans decreased to 167% at June 30, 2009, as compared to 187% at December 31, 2008 and the ratio of allowance for losses to total gross loans increased to 3.96% at June 30, 2009 compared to 2.22% at December 31, 2008. The Company's loan portfolio has experienced an increase in the migration of loans to non-accrual and impairment status over the past three quarters.

• Total deposits increased $251.4 million or 15.7% to $1.85 billion at June 30, 2009 compared to $1.60 billion at December 31, 2008. The increases in deposits were mostly due to increases in customer deposits through a deposit campaign.

• As a result of the aforementioned reduction in loan portfolio and the increase in deposits, the ratio of net loans to total deposits decreased to 85.2% at June 30, 2009 as compared to 104.7% at December 31, 2008.

• The Company suspended its quarterly cash dividend in March 2009 and does not expect to resume the payment of such dividend for the foreseeable future. The Company would be required to obtain the Treasury Department's approval to reestablish the common stock dividend in the future until it has redeemed the preferred stock issued under TARP Capital Purchase Program.

EARNINGS PERFORMANCE ANALYSIS

As previously noted and reflected in the consolidated statements of operations, the Company recorded consolidated net loss of $12.8 million and $15.5 million during the three and six months ended June 30, 2009 compared to consolidated net income of $5.3 million and $9.5 million during the same periods in 2008. The Company earns income from two primary sources: net interest income, which is the difference between interest


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income generated from the successful deployment of earning assets and interest expense created by interest-bearing liabilities; and noninterest income, which is basically fees and charges earned from customer services less the operating costs associated with providing a full range of banking services to customers.

Net Interest Income and Net Interest Margin

The following table presents the net interest spread, net interest margin,
average balances, interest income and expense, and average yields and rates by
asset and liability component for the three months ended June 30, 2009 and 2008:



                                                                          Three Months Ended June 30,
                                                               2009                                          2008
                                                           Interest      Annualized                      Interest      Annualized
                                               Average      Income/       Average            Average      Income/       Average
                                               Balance      Expense    Rate/Yield (1)        Balance      Expense    Rate/Yield (1)
                 Assets:
Interest-earning assets:
Loans (2)                                    $ 1,622,366   $  24,742             6.12 %    $ 1,816,960   $  31,369             6.94 %
Federal funds sold                               227,678         114             0.20            4,745          25             2.12
Investments (3) (4)                              227,014       2,343             4.14          179,755       2,168             4.85

Total interest-earning assets                  2,077,058      27,199             5.25        2,001,460      33,562             6.74

Noninterest-earning assets:
Cash and due from banks                           53,934                                        56,875
Bank premises and equipment, net                  14,382                                        14,526
Customers' acceptances outstanding                 3,073                                         5,411
Accrued interest receivables                       7,037                                         7,499
Other assets                                      53,653                                        37,762

Total noninterest-earning assets                 132,079                                       122,073

Total assets                                 $ 2,209,137                                   $ 2,123,533

  Liabilities and Shareholders' Equity:
Interest-bearing liabilities:
Deposits:
Money market and NOW accounts                $   492,730   $   2,572             2.09 %    $   358,778   $   2,574             2.89 %
Savings                                           63,569         552             3.48           54,429         453             3.35
Time certificates of deposit over $100,000       582,390       4,219             2.91          697,414       7,066             4.07
Other time certificates of deposit               344,761       2,570             2.99          204,480       2,064             4.06

                                               1,483,450       9,913             2.68        1,315,101      12,157             3.72
Other borrowed funds                             168,147       1,782             4.25          244,631       2,188             3.60
Long-term subordinated debentures                 18,557         181             3.91           18,557         258             5.59

Total interest-bearing liabilities             1,670,154      11,876             2.85        1,578,289      14,603             3.72

Noninterest-bearing liabilities:
Demand deposits                                  304,931                                       356,309

Total funding liabilities                      1,975,085                         2.41 %      1,934,598                         3.04 %

Other liabilities                                 19,937                                        25,262

Total noninterest-bearing liabilities            324,868                                       381,571
Shareholders' equity                             214,115                                       163,673

Total liabilities and shareholders' equity   $ 2,209,137                                   $ 2,123,533

Net interest income                                        $  15,323                                     $  18,959

Cost of deposits                                                                 2.22 %                                        2.93 %

Net interest spread (5)                                                          2.40 %                                        3.02 %

Net interest margin (6)                                                          2.96 %                                        3.81 %


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(1) Average rates/yields for these periods have been annualized.

(2) Loans are net of the allowance for loan losses, deferred fees, and discount on SBA loans retained. Loan fees included in interest income were approximately $552,000 for the three months ended June 30, 2009 and $429,000 for the same period in 2008. Amortized loan fees have been included in the calculation of net interest income. Nonperforming loans have been included in the table for computation purposes, but the foregone interest on such loans is excluded.

(3) Investments include securities available for sale, securities held to maturity, FHLB and Pacific Coast Bankers Bank stock and money market funds and interest-bearing deposits in other banks.

(4) Interest income on a tax equivalent basis for tax-advantaged investments was not included in the computation of yields. Such income amounted to $1,000 and $25,000 for the three months ended June 30, 2009 and 2008, respectively.

(5) Represents the weighted average yield on interest-earning assets less the weighted average cost of interest-bearing liabilities.

. . .

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