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TSBK > SEC Filings for TSBK > Form 10-Q on 10-May-2013All Recent SEC Filings

Show all filings for TIMBERLAND BANCORP INC | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for TIMBERLAND BANCORP INC


10-May-2013

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

As used in this Form 10-Q, the terms "we," "our" and "Company" refer to Timberland Bancorp, Inc. and its consolidated subsidiaries, unless the context indicates otherwise. When we refer to "Bank" in this Form 10-Q, we are referring to Timberland Bank, a wholly-owned subsidiary of Timberland Bancorp, Inc. and the Bank's wholly-owned subsidiary, Timberland Service Corporation.

The following analysis discusses the material changes in the consolidated financial condition and results of operations of the Company at and for the three and six months ended March 31, 2013. This analysis as well as other sections of this report contains certain "forward-looking statements."

Certain matters discussed in this Quarterly Report on Form 10-Q may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 concerning our future operations. These statements relate to our financial condition, results of operations, plans, objectives, future performance or business. Forward-looking statements are not statements of historical fact, are based on certain assumptions and often include the words "believes," "expects," "anticipates," "estimates," "forecasts," "intends," "plans," "targets," "potentially," "probably," "projects," "outlook" or similar expressions or future or conditional verbs such as "may," "will," "should," "would" and "could." Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions and statements about future economic performance and projections of financial items. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the results anticipated or implied by our forward-looking statements, including, but not limited to: the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs and changes in our allowance for loan losses and provision for loan losses that may be impacted by deterioration in the housing and commercial real estate markets which may lead to increased losses and non-performing assets in our loan portfolio, and may result in our allowance for loan losses not being adequate to cover actual losses, and require us to materially increase our loan loss reserves; changes in general economic conditions, either nationally or in our market areas; changes in the levels of general interest rates, and the relative differences between short and long term interest rates, deposit interest rates, our net interest margin and funding sources; fluctuations in the demand for loans, the number of unsold homes, land and other properties and fluctuations in real estate values in our market areas; secondary market conditions for loans and our ability to sell loans in the secondary market; results of examinations of us by the Board of Governors of the Federal Reserve System and our bank subsidiary by the Federal Deposit Insurance Corporation, the Washington State Department of Financial Institutions, Division of Banks or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, institute a formal or informal enforcement action against us or our bank subsidiary which could require us to increase our allowance for loan losses, write-down assets, change our regulatory capital position or affect our ability to borrow funds or maintain or increase deposits or impose additional requirements and restrictions on us, any of which could adversely affect our liquidity and earnings; legislative or regulatory changes that adversely affect our business including changes in regulatory policies and principles, or the interpretation of regulatory capital or other rules, including as a result of Basel III; the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act and implementing regulations; our ability to attract and retain deposits; increases in premiums for deposit insurance; our ability to control operating costs and expenses; the use of estimates in determining fair value of certain of our assets, which estimates may prove to be incorrect and result in significant declines in valuation; difficulties in reducing risk associated with the loans on our consolidated balance sheet; staffing fluctuations in response to product demand or the implementation of corporate strategies that affect our work force and potential associated charges; the failure or security breach of computer systems on which we depend; our ability to retain key members of our senior management team; costs and effects of litigation, including settlements and judgments; our ability to implement our business strategies; our ability to successfully integrate any assets, liabilities, customers, systems, and management personnel we may acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames


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and any goodwill charges related thereto; our ability to manage loan delinquency rates; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; the availability of resources to address changes in laws, rules, or regulations or to respond to regulatory actions; our ability to pay dividends on our common and preferred stock; adverse changes in the securities markets; inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the FASB, including additional guidance and interpretation on accounting issues and details of the implementation of new accounting methods; the economic impact of war or any terrorist activities; other economic, competitive, governmental, regulatory, and technological factors affecting our operations; pricing, products and services; and other risks detailed in our reports filed with the Securities and Exchange Commission, including our 2012 Form 10-K.

Any of the forward-looking statements that we make in this Form 10-Q and in the other public statements we make are based upon management's beliefs and assumptions at the time they are made. We do not undertake and specifically disclaim any obligation to publicly update or revise any forward-looking statements included in this report or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. We caution readers not to place undue reliance on any forward-looking statements. These risks could cause our actual results for fiscal 2013 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of us, and could negatively affect the Company's financial condition and results of operations as well as its stock price performance.

Overview

Timberland Bancorp, Inc., a Washington corporation, is the holding company for Timberland Bank. The Bank opened for business in 1915 and serves consumers and businesses across Grays Harbor, Thurston, Pierce, King, Kitsap and Lewis counties, Washington with a full range of lending and deposit services through its 22 branches (including its main office in Hoquiam). At March 31, 2013, the Company had total assets of $738.12 million and total shareholders' equity of $88.53 million. The Company's business activities generally are limited to passive investment activities and oversight of its investment in the Bank. Accordingly, the information set forth in this report relates primarily to the Bank's operations.

The profitability of the Company's operations depends primarily on its net interest income after provision for loan losses. Net interest income is the difference between interest income, which is the income that the Company earns on interest-earning assets, which are primarily loans and investments, and interest expense, the amount the Company pays on its interest-bearing liabilities, which are primarily deposits and borrowings. Net interest income is affected by changes in the volume and mix of interest earning assets, interest earned on those assets, the volume and mix of interest bearing liabilities and interest paid on those interest bearing liabilities. Management strives to match the re-pricing characteristics of the interest earning assets and interest bearing liabilities to protect net interest income from changes in market interest rates and changes in the shape of the yield curve.

The provision for loan losses is dependent on changes in the loan portfolio and management's assessment of the collectability of the loan portfolio as well as prevailing economic and market conditions. The provision for loan losses reflects the amount that the Company believes is adequate to cover estimated credit losses in its loan portfolio.

Net income is also affected by non-interest income and non-interest expenses. For the three and six month periods ended March 31, 2013, non-interest income consisted primarily of service charges on deposit accounts, gain on sale of loans, ATM transaction fees, an increase in the cash surrender value of life insurance and other operating income. Non-interest income is increased by valuation recoveries on MSRs and reduced by valuation allowances on MSRs. Non-interest income is reduced by net OTTI losses on MBS and other investments. Non-interest expenses consisted primarily of salaries and employee benefits, premises and equipment, advertising, ATM expenses, OREO expenses, postage and courier expenses, professional fees, deposit insurance premiums, other insurance premiums, state and local taxes, loan administration and foreclosure expenses, deposit operation expenses and data processing expenses and telecommunication expenses. Non-interest income and non-interest expenses are affected by the growth of our operations and growth in the number of loan and deposit accounts.

Results of operations may be affected significantly by general and local economic and competitive conditions, changes in market interest rates, governmental policies and actions of regulatory authorities.

The Bank is a community-oriented bank which has traditionally offered a variety of savings products to its retail customers while concentrating its lending activities on real estate mortgage loans. Lending activities have been focused primarily on the origination of loans secured by real estate, including residential construction loans, one- to four-family residential loans, multi-


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family loans, commercial real estate loans and land loans. The Bank originates adjustable-rate residential mortgage loans that do not qualify for sale in the secondary market. The Bank also originates commercial business loans.

Critical Accounting Policies and Estimates

The Company has identified several accounting policies that as a result of judgments, estimates and assumptions inherent in those policies, are critical to an understanding of the Company's Condensed Consolidated Financial Statements. Critical accounting policies and estimates are discussed in the Company's 2012 Form 10-K under Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operation - Critical Accounting Policies and Estimates." That discussion highlights estimates the Company makes that involve uncertainty or potential for substantial change. There have not been any material changes in the Company's critical accounting policies and estimates as compared to the disclosure contained in the Company's 2012 Form 10-K.

Comparison of Financial Condition at March 31, 2013 and September 30, 2012

The Company's total assets increased by $1.17 million, or 0.16%, to $738.12 million at March 31, 2013 from $736.95 million at September 30, 2012. The increase in total assets was primarily due to an increase in net loans receivable, CDs held for investment and OREO and other repossessed assets. These increases were partially offset by a decrease in total cash and cash equivalents.

Net loans receivable increased by $8.31 million, or 1.5%, to $546.79 million at March 31, 2013 from $538.48 million at September 30, 2012. The increase was primarily due to an increase in commercial real estate and one-to four-family loan balances. These increases were partially offset by decreases in construction and land development, land, commercial business and consumer loan balances.

Total deposits increased by $3.66 million, or 0.6%, to $601.59 million at March 31, 2013 from $597.93 million at September 30, 2012, primarily as a result of increases in money market account balances, non-interest bearing account balances, savings account balances and N.O.W. checking account balances. These increases were partially offset by a decrease in certificates of deposit account balances.

Shareholders' equity decreased by $1.79 million, or 2.0%, to $88.53 million at March 31, 2013 from $90.32 million at September 30, 2012. The decrease in shareholders' equity was primarily a result of the repurchase of 4,576 shares of Series A Preferred Stock and the payment of dividends on preferred and common stock. These decreases to shareholder's equity were partially offset by net income for the six months ended March 31, 2013.

A more detailed explanation of the changes in significant balance sheet categories follows:

Cash and Cash Equivalents and CDs Held for Investment: Cash and cash equivalents and CDs held for investment decreased by $8.30 million or 6.9%, to $111.86 million at March 31, 2013 from $120.16 million at September 30, 2012. The decrease was primarily used to fund loan growth and resulted in a $10.87 million decrease in cash and cash equivalents, which was partially offset by a $2.57 million increase in CDs held for investment.

MBS (Mortgage-backed Securities) and Other Investments: MBS and other investments decreased by $761,000, or 9.2%, to $7.52 million at March 31, 2013 from $8.28 million at September 30, 2012, primarily as a result of scheduled amortization and prepayments on MBS. OTTI charges of $35,000 were recorded on private label residential MBS during the six months ended March 31, 2013. For additional information on MBS and other investments, see Note 4 of the Notes to Unaudited Condensed Consolidated Financial Statements contained in "Item 1, Financial Statements."

Loans: Net loans receivable increased by $8.31 million, or 1.5%, to $546.79 million at March 31, 2013 from $538.48 million at September 30, 2012. The increase in the portfolio was primarily a result of a $27.05 million increase in commercial real estate loan balances, a $1.33 million increase in one-to four-family loan balances and a $4.16 million decrease in the undisbursed portion of construction loans in process. These increases to net loans receivable were partially offset by decreases of $16.75 million in construction and land development loan balances, $4.33 million in land loan balances, $2.20 million in commercial business loan balances, and $1.35 million in consumer loan balances. The increase in commercial real estate loan balances and the decrease in construction loan balances were primarily due to several large commercial construction loan projects converting to permanent financing during the six months ended March 31, 2013. The Company continued to reduce its exposure to land development and land loans. Land development loan balances decreased to $559,000 at March 31, 2013. The land loan portfolio decreased to $35.23 million at March 31, 2013, an 11.0% decrease from September 30, 2012. The land loan


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portfolio consists of 293 loans on a variety of land types including individual building lots, acreage, raw land and commercially zoned properties. The average loan balance for the entire land loan portfolio was approximately $121,000 at March 31, 2013.

Loan originations increased $7.95 million, or 7.8%, to $110.00 million for the six months ended March 31, 2013 from $102.05 million for the six months ended March 31, 2012. The Company continued to sell longer-term fixed rate loans for asset liability management purposes and to generate non-interest income. The Company sold fixed rate one- to four-family mortgage loans totaling $53.1 million for the six months ended March 31, 2013 compared to $46.81 million for the six months ended March 31, 2012.

For additional information, see Note 6 of the Notes to Unaudited Condensed Consolidated Financial Statements contained in "Item 1, Financial Statements."

Premises and Equipment: Premises and equipment increased by $240,000, or 1.3%, to $18.13 million at March 31, 2013 from $17.89 million at September 30, 2012. The increase was primarily due to several remodeling projects at branch offices.

OREO (Other Real Estate Owned): OREO and other repossessed assets increased by $1.73 million, or 13.0%, to $15.03 million at March 31, 2013 from $13.30 million at September 30, 2012. The increase was primarily due to the addition of $4.45 million in OREO properties and other repossessed assets and was partially offset by the disposition of $2.11 million in OREO properties and other repossessed assets and lower of cost or fair value losses of $619,000. At March 31, 2013, total OREO consisted of 56 individual properties. The properties consisted of eight commercial real estate properties totaling $6.07 million, 34 land parcels totaling $5.01 million, 11 single family homes totaling $1.55 million and three multi-family properties totaling $2.40 million.

Goodwill and CDI: The recorded amount of goodwill of $5.65 million at March 31, 2013 was unchanged from September 30, 2012. The recorded amount of the CDI decreased $65,000, or 26.1%, to $184,000 at March 31, 2013 from $249,000 at September 30, 2012. The decrease was attributable to scheduled amortization of the CDI.

Prepaid FDIC Insurance Assessment: The prepaid FDIC insurance assessment decreased $428,000, or 36.1%, to $758,000 at March 31, 2013 from $1.19 million at September 30, 2012 as a portion of the prepaid amount was expensed.

Deposits: Deposits increased by $3.66 million, or 0.6%, to $601.59 million at March 31, 2013 from $597.93 million at September 30, 2012. The increase was primarily the result of increases of $9.94 million in money market account balances, $5.64 million in non-interest account balances, $4.30 million in savings account balance and $1.93 million in N.O.W. checking account balances. These increases were partially offset by an $18.15 million decrease in certificates of deposit account balances. The increase in money market account balances was primarily due to a number of deposit customers converting their certificates of deposit accounts to money market accounts. The Company had no brokered deposits at March 31, 2013 or September 30, 2012.

FHLB Advances: The Company has short- and long-term borrowing lines with the FHLB of Seattle with total credit available on the lines equal to 30% of the Bank's total assets, limited by available collateral. Borrowings are considered short-term when the original maturity is less than one year. At March 31, 2013 FHLB advances and other borrowings consisted of long-term FHLB advances with scheduled maturities at various dates in fiscal 2017 and bear interest at rates ranging from 3.69% to 4.34%. A portion of these advances may be called by the FHLB at a date earlier than the scheduled maturity date. FHLB advances remained unchanged at $45.00 million at March 31, 2013 and September 30, 2012.

Shareholders' Equity: Total shareholders' equity decreased by $1.79 million, or 2.0%, to $88.53 million at March 31, 2013 from $90.32 million at September 30, 2012. The decrease was primarily due to the repurchase of 4,576 shares of Series A Preferred Stock for $4.32 million and the payment of $642,000 in dividends on common and preferred stock. These decreases to shareholders' equity were partially offset by net income of $2.99 million for the six months ended March 31, 2013.

Comparison of Operating Results for the Three and Six Months Ended March 31, 2013 and 2012

Net income increased $470,000, or 58.2%, to $1.28 million for the quarter ended March 31, 2013 from net income of $808,000 for the quarter ended March 31, 2012. Net income to common shareholders, after adjusting for the preferred stock dividend, the preferred stock discount accretion and the repurchase of preferred stock at a discount increased $659,000, or 121.8%, to $1.20 million for the quarter ended March 31, 2013 from $541,000 for the quarter ended March 31, 2012. The increase in earnings for the quarter was primarily a result of decreased non-interest expenses, increased non-interest income and increased


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net interest income, which was partially offset by increased provision for loan losses. Net income per diluted common share increased $0.09, or 112.5%, to $0.17 for the quarter ended March 31, 2013 from $0.08 for the quarter ended March 31, 2012.

Net income increased $896,000, or 42.9%, to $2.99 million for the six months ended March 31, 2013 from $2.09 million for the six months ended March 31, 2012. Net income to common shareholders after adjusting for the preferred stock dividend, the preferred stock discount accretion and the repurchase of preferred stock at a discount increased $1.09 million, or 69.9%, to $2.64 million for the six months ended March 31, 2013 from $1.56 million for the six months ended March 31, 2012. The increase in earnings for the six months ended March 31, 2013 was primarily a result of increased non-interest income, decreased provision for loan losses, increased net interest income and decreased non-interest expenses. Net income per diluted common share increased $0.16, or 69.6%, to $0.39 for the six months ended March 31, 2013 from $0.23 for the six months ended March 31, 2012.

A more detailed explanation of the income statement categories is presented below.

Net Interest Income: Net interest income increased by $168,000, or 2.68%, to $6.44 million for the quarter ended March 31, 2013 from $6.27 million for the quarter ended March 31, 2012. The increase in net interest income was primarily attributable to an increase in the net interest margin to 3.83% for the quarter ended March 31, 2013 from 3.72% for the quarter ended March 31, 2012 as the decrease in interest expense was greater than the decrease in interest income.

Total interest and dividend income decreased by $252,000 or 3.2%, to $7.55 million for the quarter ended March 31, 2013 from $7.80 million for the quarter ended March 31, 2012 as the yield on interest bearing assets decreased to 4.49% from 4.63%. The decrease in the weighted average yield on interest bearing assets was primarily a result of decreased market rates for loans. Total interest expense decreased by $420,000, or 27.4%, to $1.11 million for the quarter ended March 31, 2013 from $1.53 million for the quarter ended March 31, 2012 as the average rate paid on interest bearing liabilities decreased to 0.80% for the quarter ended March 31, 2013 from 1.07% for the quarter ended March 31, 2012. The decrease in funding costs was primarily a result of a decrease in overall market rates and a change in the composition of the deposit base as the percentage of higher costing certificates of deposit account balances decreased.

Net interest income increased by $256,000, or 2.0%, to $12.83 million for the six months ended March 31, 2013 from $12.57 million for the six months ended March 31, 2012. The net interest margin for the six months ended March 31, 2013 increased to 3.80% compared to 3.73% for the six months ended March 31, 2012 as the decrease in interest expense was greater than the decrease in interest income.

Total interest and dividend income decreased by $695,000, or 4.4%, to $15.14 million for the six months ended March 31, 2013 from $15.84 million for the six months ended March 31, 2012 as the yield on interest bearing assets decreased to 4.49% for the six months ended March 31, 2013 from 4.69% for the six months ended March 31, 2012. Total interest expense decreased by $951,000, or 29.2%, to $2.31 million for the six months ended March 31, 2013 from $3.26 million for the six months ended March 31, 2012 as the average rate paid on interest bearing liabilities decreased to 0.82% for the six months ended March 31, 2013 from 1.13% for the six months ended March 31, 2012.


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Average Balances, Interest and Average Yields/Cost The following tables sets forth, for the periods indicated, information regarding average balances of assets and liabilities as well as the total dollar amounts of interest income from average interest-bearing assets and interest expense on average interest-bearing liabilities and average yields and costs. Such yields and costs for the periods indicated are derived by dividing income or expense by the average daily balance of assets or liabilities, respectively, for the periods presented. (Dollars in thousands)

                                                    Three Months Ended March 31,
                                          2013                                         2012
                         Average      Interest and       Yield/       Average      Interest and       Yield/
                         Balance        Dividends         Cost        Balance        Dividends         Cost
Interest-bearing
assets: (1)
Loans receivable (2)   $ 557,426     $       7,395         5.31 %   $ 540,858     $       7,607         5.63 %
MBS and other
investments (2)            6,721                70         4.17         9,025               109         4.83
FHLB stock and equity
securities                 6,595                 5         0.31         6,703                 7         4.20
Interest-bearing
deposits                 102,367                82         0.32       117,384                81         0.28
Total interest-bearing
assets                   673,109             7,552         4.49       673,960             7,804         4.63
Non-interest-bearing
assets                    65,709                                       58,912
   Total assets        $ 738,818                                    $ 732,882

Interest-bearing
liabilities:
Savings accounts       $  90,015                11         0.05     $  86,809                76         0.35
Money market accounts     87,055                64         0.30        68,178                86         0.51
N.O.W. accounts          150,675               115         0.31       155,584               156         0.40
Certificates of
deposit                  191,089               460         0.98       219,135               717         1.31
Short-term borrowings        599                 -         0.05           637                 -         0.05
Long-term borrowings
(3)                       45,000               461         4.15        45,330               496         4.39
Total interest-bearing
liabilities              564,433             1,111         0.80       575,673             1,531         1.07
Non-interest-bearing
liabilities               82,330                                       69,622
Total liabilities        646,763                                      645,295
Shareholders' equity      92,055                                       87,587
Total liabilities and
shareholders' equity   $ 738,818                                    $ 732,882


Net interest income                  $       6,441                                $       6,273

Interest rate spread                                       3.69 %                                       3.56 %
Net interest margin
. . .
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