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GLBZ > SEC Filings for GLBZ > Form 10-Q on 15-May-2012All Recent SEC Filings

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Form 10-Q for GLEN BURNIE BANCORP


15-May-2012

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

When used in this discussion and elsewhere in this Form 10-Q, the words or phrases "will likely result," "are expected to," "will continue," "is anticipated," "estimate," "project" or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The Company cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made, and readers are advised that various factors could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from those anticipated or projected. While it is impossible to identify all such factors, such factors include, but are not limited to, those risks identified in the Company's periodic reports filed with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K.

The Company does not undertake and specifically disclaims any obligation to update any forward-looking statements to reflect occurrence of anticipated or unanticipated events or circumstances after the date of such statements.

Overview

Glen Burnie Bancorp, a Maryland corporation (the "Company"), and its subsidiaries, The Bank of Glen Burnie (the "Bank") and GBB Properties, Inc., both Maryland corporations had consolidated net income of $730,000 ($0.27 basic and diluted earnings per share) for the first quarter of 2012, compared to the first quarter of 2011 consolidated net income of $709,000 ($0.26 basic and diluted income per share), an 2.96% increase. The increases in earnings for the first quarter was primarily due to a decrease in the provision for credit losses and a decrease in interest expense on deposits, partially offset by a decrease in gains on investments and a decrease in interest income on loans and U. S. Government agency securities.

Results Of Operations

Net Interest Income. The Company's consolidated net interest income prior to provision for credit losses for the three months ended March 31, 2012 was $3,208,000, compared to $3,347,000 for the same period in 2011, a decrease of $139,000 (4.15%) for the three months.

Interest income for the first quarter decreased from $4,286,000 in 2011 to $4,056,000 in 2012, a 5.37% decrease. The interest income decrease for the three month period was due to a decrease in loan income and interest income on U.S. Government agency securities, partially offset by an increase in income on state and municipal securities.

Interest expense for the first quarter decreased from $939,000 in 2011 to $848,000 in 2012, a 9.69% decrease. The decreases in interest expense for the three month period ended March 31, 2012 was due to a decrease in interest paid on deposit balances.

Net interest margins for the three months ended March 31, 2012 was 4.07%, compared to tax equivalent net interest margin of 4.47% for the three months ended March 31, 2011. The decrease of the net interest margin from the 2011 to 2012 period was primarily due to the decline in the interest rates on loans and U.S. Government Agency securities partially offset by the reduction in interest expense, as noted above.

Provision for Credit Losses. The Company made a provision for credit losses of $0 during the three month period ended March 31, 2012 and $225,000 for credit losses during the three month period ended March 31, 2011. As of March 31, 2012, the allowance for credit losses equaled 79.71% of non-accrual and past due loans compared to 77.38% at December 31, 2011 and 57.51% at March 31, 2011. During the three month period ended March 31, 2012, the Company recorded net charge-offs of $105,000, compared to net charge-offs of $73,000 during the corresponding period of the prior year. On an annualized basis, net charge-offs for the 2012 period represent 0.18% of the average loan portfolio.

Other Income. Other income decreased from $611,000 for the three month period ended March 31, 2011, to $418,000 for the corresponding 2012 period, a $193,000 (31.59%) decrease. The decrease for the three month period was due to a decrease in gains on investment securities and service charges on deposit accounts.

- 12 -

Other Expenses. Other expenses decreased from $2,811,000 for the three month period ended March 31, 2011, to $2,686,000 for the corresponding 2012 period, a $125,000 (4.45%) decrease. The decrease for the three month period was primarily due to the decrease in occupancy, impairment on securities and FDIC expenses, partially offset by an increase in salaries.

Income Taxes. During the three months ended March 31, 2012, the Company recorded income tax expense of $210,000, compared to income tax expense of $213,000 for the same respective periods in 2011. The Company's effective tax rate for the three month period in 2012 was 22.34%, compared to 23.1% for the prior year period. The decrease in the effective tax rate for the three month period was due to an increase in the proportion of tax exempt income included in net interest income.

Comprehensive Income. In accordance with regulatory requirements, the Company reports comprehensive income in its financial statements. Comprehensive income consists of the Company's net income, adjusted for unrealized gains and losses on the Bank's investment portfolio of investment securities. For the first quarter of 2012, comprehensive income, net of tax, totaled $1,019,000, compared to the March 31, 2011 comprehensive income of $1,373,000. The decrease was due to an increase in net income and a decrease in the net unrealized gains on securities arising during the three month period.

Financial Condition

General. The Company's assets increased to $374,313,000 at March 31, 2012 from $365,260,000 at December 31, 2011, primarily due to an increase in cash and cash equivalents, loans and securities, partially offset by a decrease in other assets and OREO. The Bank's net loans totaled $238,563,000 at March 31, 2012, compared to $232,734,000 at December 31, 2011, an increase of $5,829,000 (2.50%), primarily attributable to an increase in purchase money mortgages and indirect lending with lesser increases in other areas. This was partially offset by decreases in refinancing mortgages, land development and secured business installment loans.

The Company's total investment securities portfolio (investment securities available for sale) totaled $104,265,000 at March 31, 2012, a $1,398,000 (1.36%) increase from $102,867,000 at December 31, 2011. This increase was funded by the increase in deposits received during the three month period. The Bank's cash and due from banks (cash due from banks, interest-bearing deposits in other financial institutions, and federal funds sold), as of March 31, 2012, totaled $12,244,000, an increase of $2,290,000 (23.01%) from the December 31, 2011 total of $9,954,000. This increase comes from the increase in deposits received for the three month period ended March 31, 2012.

Deposits as of March 31, 2012, totaled $320,964,000, which is an increase of $9,019,000 (2.89%) from $311,945,000 at December 31, 2011. Demand deposits as of March 31, 2012, totaled $80,385,000, which is an increase of $7,046,000 (9.60%) from $73,339,000 at December 31, 2011. NOW accounts as of March 31, 2012, totaled $24,464,000, which is an increase of $425,000 (1.77%) from $24,039,000 at December 31, 2011. Money market accounts as of March 31, 2012, totaled $19,235,000, which is an increase of $1,151,000 (6.36%), from $18,084,000 at December 31, 2011. Savings deposits as of March 31, 2012, totaled $63,593,000, which is an increase of $3,529,000 (5.88%) from $60,064,000 at December 31, 2011. Certificates of deposit over $100,000 totaled $30,186,000 on March 31, 2012, which is a decrease of $1,229,000 (3.91%) from $31,415,000 at December 31, 2011. Other time deposits (made up of certificates of deposit less than $100,000 and individual retirement accounts) totaled $103,101,000 on March 31, 2012, which is a$1,903,000 (1.81%) decrease from the $105,004,000 total at December 31, 2011.

Asset Quality. The following tables set forth the amount of the Bank's current, past due, and non-accrual loans by categories of loans and restructured loans, at the dates indicated.

- 13 -

The following table analyzes the age of past due loans, including both accruing and non-accruing loans, segregated by class of loans as of the three months ended March 31, 2012 and the year ended December 31, 2011.

    At March 31, 2012                                              90 Days or
 (Dollars in Thousands)                        30-89 Days           More and
                              Current           Past Due         Still Accruing       Nonaccrual          Total

Commercial and industrial   $      6,061     $            5     $              -     $       1,290     $      7,356
Commercial real estate            67,286                  -                    -             2,817           70,103
Consumer and indirect             54,689                674                    -                25           55,388
Residential real estate          109,754                178                  257               411          110,600

                            $    237,790     $          857     $            257     $       4,543     $    243,447




  At December 31, 2011                                            90 Days or
 (Dollars in Thousands)                       30-89 Days           More and
                              Current          Past Due         Still Accruing        Nonaccrual          Total

Commercial and industrial   $      7,135     $          38     $               -     $          20     $      7,193
Commercial real estate            66,590                 -                     -             4,484           71,074
Consumer and indirect             48,745             1,298                     -                75           50,118
Residential real estate          108,703               135                    18               482          109,338

                            $    231,173     $       1,471     $              18     $       5,061     $    237,723




                                                                At                At
                                                             March 31,       December 31,
                                                               2012              2011
                                                               (Dollars in Thousands)

Restructured loans                                         $       4,097     $       4,108
Non-accrual and 90 days or more and still accruing loans
to gross loans                                                      1.98 %            2.15 %
Allowance for credit losses to non-accrual and 90 days
or more and still accruing loans                                   79.71 %           77.38 %

At March 31, 2012, there was $4,575,000 in loans outstanding, included in the current and 30-89 days past due columns in the above table, as to which known information about possible credit problems of borrowers caused management to have serious doubts as to the ability of such borrowers to comply with present loan repayment terms. Such loans consist of loans which were not 90 days or more past due but where the borrower is in bankruptcy or has a history of delinquency, or the loan to value ratio is considered excessive due to deterioration of the collateral or other factors.

Below is a summary of the recorded investment amount and related allowance for losses of the Bank's impaired loans at March 31, 2012 and December 31, 2011.

- 14 -

   (Dollars in thousands)
                                                   Unpaid          Interest                          Average
                                  Recorded        Principal         Income          Specific         Recorded
       March 31, 2012            Investment        Balance        Recognized         Reserve        Investment
Impaired loans with specific
reserves:
Real-estate - mortgage:
Residential                     $      1,702           1,702                35             412            1,702
Commercial                             6,460           7,060                33           1,456            6,480
Consumer                                 100             100                 2              44              101
Installment                                -               -                 -               -                -
Home Equity                                -               -                 -               -                -
Commercial                               719             719                10             451              725
Total impaired loans with
specific reserves               $      8,981           9,581                80           2,363            9,008

Impaired loans with no
specific reserve:
Real-estate - mortgage:
Residential                     $        429             429                 1             n/a              411
Commercial                             1,015           1,015                11             n/a            1,025
Consumer                                   -               -                 -             n/a                -
Installment                               66              66                 -             n/a               10
Home Equity                                -               -                 -             n/a                -
Commercial                               222             222                 4             n/a              230
Total impaired loans with no
specific reserve                $      1,732           1,732                16               -            1,676




   (Dollars in thousands)
                                                   Unpaid          Interest                         Average
                                  Recorded        Principal         Income         Specific         Recorded
      December 31, 2011          Investment        Balance        Recognized        Reserve        Investment
Impaired loans with specific
reserves:
Real-estate - mortgage:
Residential                     $      1,703           1,703               62             411            1,708
Commercial                             6,503           7,103              219           1,642            6,559
Consumer                                 100             100               10              44              104
Installment                                -               -                -               -                -
Home Equity                                -               -                -               -                -
Commercial                               731             731               41             456              755
Total impaired loans with
specific reserves               $      9,037           9,637              332           2,553            9,126

Impaired loans with no
specific reserve:
Real-estate - mortgage:
Residential                     $        260             260                7             n/a              245
Commercial                             1,036           1,036               50             n/a            1,051
Consumer                                  25              25                -             n/a                -
Installment                              265             265                -             n/a                -
Home Equity                                -               -                -             n/a                -
Commercial                               253             253               21             n/a              304
Total impaired loans with no
specific reserve                $      1,839           1,839               78               -            1,600

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Non-accrual loans with specific reserves at March 31, 2012 are comprised of:

Commercial loans - Two loans to one borrower totaling $20,000 with $20,000 of specific reserves established.

Commercial Real Estate - One loan to one borrower in the amount of $1,270,000, secured by commercial and/or residential properties with a specific reserve of $370,000 established for the loan.

Loans that were restructured by the Bank by categories of loans at March 31, 2012 are as follows:

             At March 31, 2012
           (Dollars in Thousands)                               Pre-Modification       Post-Modification
                                                                  Outstanding             Outstanding
                                                Number of           Recorded               Recorded
                                                Contracts          Investment             Investment

Troubled Debt Restructurings:
Real Estate - Residential                                1     $            1,280     $             1,280
Real Estate - Commercial                                 1                  2,759                   2,817
Commercial                                               -                      -                       -
Finance leases                                           -                      -                       -

Troubled Debt Restructurings                     Number of           Recorded
That Subsequently Defaulted                      Contracts          Investment

Troubled Debt Restructurings:
Real Estate - Residential                                -     $                -
Real Estate - Commercial                                 1                  2,817
Commercial                                               -                      -
Finance leases                                           -                      -

At March 31, 2012, the Bank has one modified residential loan (done in 2011) in the amount of $1,280,423 which modifications qualify the loan as Troubled Debt Restructuring (TDR). The loan is included in the schedule above of accruing impaired loans. This borrower is in compliance with the modified term and is accruing interest. The Bank has one modified commercial real estate loan (done in 2010) in the amount of $2,817,000 which modifications qualify the loan as Troubled Debt Restructuring (TDR). The loan is included in the schedule above of non-accruing impaired loans. This borrower is not in compliance with the modified term and is not accruing interest.

Allowance For Credit Losses. The allowance for credit losses is established through a provision for credit losses charged to expense. Loans are charged against the allowance for credit losses when management believes that the collectability of the principal is unlikely. The allowance, based on evaluations of the collectability of loans and prior loan loss experience, is an amount that management believes will be adequate to absorb possible losses on existing loans that may become uncollectible. The evaluations are performed for each class of loans and take into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, value of collateral securing the loans and current economic conditions and trends that may affect the borrowers' ability to pay. For example, delinquencies in unsecured loans and indirect automobile installment loans will be reserved for at significantly higher ratios than loans secured by real estate. Based on that analysis, the Bank deems its allowance for credit losses in proportion to the total non-accrual loans and past due loans to be sufficient.

- 16 -

Transactions in the allowance for credit losses for the three months ended March 31, 2012 and the year ended December 31, 2011 were as follows:

                               Commercial                          Consumer
      March 31, 2012               and           Commercial          and           Residential
  (Dollars in Thousands)       Industrial       Real Estate        Indirect        Real Estate       Unallocated         Total

Balance, beginning of year    $         557     $      2,013     $        889     $         596     $        (124 )   $     3,931
Provision for credit losses              91             (252 )            121                 9                31               -
Recoveries                                7               22               82                 -                 -             111
Loans charged off                       (55 )              -             (161 )               -                 -            (216 )

Balance, end of quarter       $         600     $      1,783     $        931     $         605     $         (93 )   $     3,826




                               Commercial                          Consumer
     December 31, 2011             and           Commercial          and           Residential
  (Dollars in Thousands)       Industrial       Real Estate        Indirect        Real Estate       Unallocated         Total

Balance, beginning of year    $         263     $      2,108     $        830     $         196     $           2     $     3,399
Provision for credit losses             296             (166 )            257               402              (126 )           663
Recoveries                                4               71              409                 2                 -             486
Loans charged off                        (6 )              -             (607 )              (4 )               -            (617 )

Balance, end of year          $         557     $      2,013     $        889     $         596     $        (124 )   $     3,931




                                                     At              At
                                                 March 31,       March 31,
                                                    2012            2011
                                                  (Dollars in Thousands)

Average loans                                   $    234,177     $  229,906
Net charge-offs to average loans (annualized)           0.18 %         0.13 %

During 2012, loans to 23 borrowers and related entities totaling approximately $216,000 were determined to be uncollectible and were charged off.

Credit Quality Information

The following tables represents credit exposures by creditworthiness category for the quarter ending March 31, 2012 and the year ended December 31, 2011. The use of creditworthiness categories to grade loans permits management to estimate a portion of credit risk. The Bank's internal creditworthiness is based on experience with similarly graded credits. Loans that trend upward toward higher credit grades typically have less credit risk and loans that migrate downward typically have more credit risk.

The Bank's internal risk ratings are as follows:

1 Superior - minimal risk. (normally supported by pledged deposits, United States government securities, etc.)

2 Above Average - low risk. (all of the risks associated with this credit based on each of the bank's creditworthiness criteria are minimal)

3 Average - moderately low risk. (most of the risks associated with this credit based on each of the bank's creditworthiness criteria are minimal)

- 17 -

4 Acceptable - moderate risk. (the weighted overall risk associated with this credit based on each of the bank's creditworthiness criteria is acceptable)

5 Other Assets Especially Mentioned - moderately high risk. (possesses deficiencies which corrective action by the bank would remedy; potential watch list)

6 Substandard - (the bank is inadequately protected and there exists the distinct possibility of sustaining some loss if not corrected)

7 Doubtful - (weaknesses make collection or liquidation in full, based on currently existing facts, improbable)

8 Loss - (of little value; not warranted as a bankable asset)

Loans rated 1-4 are considered "Pass" for purposes of the risk rating chart below.

Risk ratings of loans by categories of loans are as follows:

                          Commercial                       Consumer
    March 31, 2012           and           Commercial         and         Residential
(Dollars in Thousands)    Industrial      Real Estate      Indirect       Real Estate        Total

Pass                     $      6,089     $     57,649     $  54,473     $     107,556     $ 225,767
Special mention                   326            4,979           835             1,324         7,464
Substandard                       941            7,475            65             1,720        10,201
Doubtful                            -                -            15                 -            15
Loss                                -                -             -                 -             -

                         $      7,356     $     70,103     $  55,388     $     110,600     $ 243,447




                          Commercial                       Consumer
  December 31, 2011          and           Commercial         and         Residential
(Dollars in Thousands)    Industrial      Real Estate      Indirect       Real Estate        Total

Pass                     $      5,883     $     58,799     $  48,528     $     106,302       219,512
Special mention                   327            4,736         1,325             1,333         7,721
Substandard                       983            7,539           190             1,703        10,415
Doubtful                            -                -            75                 -            75
Loss                                -                -             -                 -             -

                         $      7,193     $     71,074     $  50,118     $     109,338     $ 237,723

- 18 -

The allowance for credit losses on loans classified by the Bank as impaired by categories of loans at March 31, 2012 is as follows:

            March 31, 2012
        (Dollars in Thousands)            Commercial                        Consumer
                                             and           Commercial         and          Residential
                                          Industrial      Real Estate       Indirect       Real Estate       Unallocated       Total
Allowance for individually evaluated
impaired:
Balance, beginning of year               $        456     $      1,642     $       44     $         411     $           -     $  2,553
Provision for credit losses                        (5 )           (186 )            -                 1                 -         (190 )
Recoveries                                          7                -              -                 -                 -            7
Loans charged off                                  (7 )              -              -                 -                 -           (7 )

Balance, end of quarter                  $        451     $      1,456     $       44     $         412     $           -     $  2,363

Allowance for collectively evaluated
impaired:
Balance, beginning of year               $        102     $        371     $      844     $         184     $        (123 )   $  1,378
Provision for credit losses                       117              (66 )           99                10                30          190
Recoveries                                          -               22             82                 -                 -          104
Loans charged off                                 (48 )              -           (161 )               -                 -         (209 )

Balance, end of quarter                  $        171     $        327     $      864     $         194               (93 )   $  1,463

Reserve for Unfunded Commitments. As of March 31, 2012, the Bank had outstanding commitments totaling $26,002,000. These outstanding commitments consisted of letters of credit, undrawn lines of credit, and other loan commitments. The following table shows the Bank's reserve for unfunded commitments arising from these transactions:

. . .

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