f10q_033111-0343.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March  31, 2011.
or
[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File No. 000-51338

PARKE BANCORP, INC.
(Exact name of registrant as specified in its charter)

 
New Jersey
 
65-1241959
 
(State or other jurisdiction of incorporation or organization)
 
(IRS Employer Identification No.)
 

601 Delsea Drive, Washington Township, New Jersey
 
08080
 
(Address of principal executive offices)
 
(Zip Code)
 
 
856-256-2500
(Registrant's telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes [X]                No [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes [  ]                No [  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.   See the definitions of "large accelerated filer”, “accelerated filer", and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [  ]             Accelerated filer [  ]            Non-accelerated filer [  ]          Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [  ]                No [X]

As of May 16, 2011, there were issued and outstanding  4,422,333 shares of the registrant's common stock.
 
 
 

 

PARKE BANCORP, INC.
 

 
FORM 10-Q
 

 
FOR THE QUARTER ENDED MARCH 31, 2011

INDEX
 
 
 
 
Part I    
                  FINANCIAL INFORMATION
 
     
Item 1.  
Financial Statements
 1
Item 2.  
Management's Discussion and Analysis of Financial Condition and Results of Operations 
 31
Item 3.  
Quantitative and Qualitative Disclosures About Market Risk 
 40
Item 4.  
Controls and Procedures 
 40
     
Part II 
OTHER INFORMATION
 
     
Item 1.
Legal Proceedings 
 40
Item 1A.
Risk Factors 
 40
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds 
 40
Item 3.
Defaults Upon Senior Securities 
 40
Item 4.
Reserved 
 41
Item 5.
Other Information 
 41
Item 6.
Exhibits 
 42
     
SIGNATURES
SIGNATURES
 
     
EXHIBITS and CERTIFICATIONS
 
     


 
 

 

PART I. FINANCIAL INFORMATION
Item 1. Financial Statements

Parke Bancorp Inc. and Subsidiaries
 
CONSOLIDATED BALANCE SHEETS
 
(unaudited)
 
   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(in thousands except share data)
 
ASSETS
           
Cash  and due from financial institutions
  $ 38,646     $ 57,628  
Investment securities available for sale, at fair value
    26,184       27,730  
Investment securities held to maturity (fair value of $1,928 at March 31,
     2011 and $2,048 at December 31, 2010)
    2,007       1,999  
Total investment securities
    28,191       29,729  
Loans held for sale
    3,306       11,454  
Loans, net of unearned income
    622,724       626,739  
Less: Allowance for loan losses
    14,794       14,789  
Net loans and leases
    607,930       611,950  
Accrued interest receivable
    3,330       3,273  
Premises and equipment, net
    4,204       4,279  
Other real estate owned (OREO)
    15,982       16,701  
Restricted stock, at cost
    3,038       3,040  
Bank owned life insurance (BOLI)
    5,406       5,362  
Other assets
    15,401       13,437  
Total Assets
  $ 725,434     $ 756,853  
                 
LIABILITIES AND EQUITY
               
Liabilities
               
Deposits
               
Noninterest-bearing deposits
  $ 21,800     $ 23,168  
Interest-bearing deposits
    562,668       581,554  
Total deposits
    584,468       604,722  
FHLB borrowings
    40,722       40,759  
Other borrowed funds
    10,000       21,454  
Subordinated debentures
    13,403       13,403  
Accrued interest payable
    674       828  
Other liabilities
    3,463       4,955  
Total liabilities
    652,730       686,121  
Equity
               
Preferred stock, $1,000 liquidation value; authorized 1,000,000 shares;
     Issued: 16,288 shares at March 31, 2011 and December 31, 2010
    15,728       15,683  
Common stock, $.10 par value; authorized 10,000,000 shares;
     Issued: 5,118,446 shares at March 31, 2011 and December 31, 2010
    465       465  
Additional paid-in capital
    41,931       41,931  
Retained earnings
    17,537       15,494  
Accumulated other comprehensive loss
    (737 )     (693 )
Treasury stock, 210,900 shares at March 31, 2011 and December 31, 2010, at cost
    (2,180 )     (2,180 )
Total shareholders’ equity
    72,744       70,700  
Noncontrolling (minority) interest in consolidated subsidiaries
    (40 )     32  
Total equity
    72,704       70,732  
Total liabilities and  equity
  $ 725,434     $ 756,853  
                 
See accompanying notes to consolidated financial statements
 

 
 
1

 
 
Parke Bancorp Inc. and Subsidiaries
 
CONSOLIDATED STATEMENTS OF INCOME
 
(unaudited)
 
   
For the three months ended March 31,
 
   
2011
   
2010
 
   
(in thousands except share data)
 
Interest income:
           
Interest and fees on loans
  $ 9,816     $ 9,650  
Interest and dividends on investments
    374       427  
Total interest income
    10,190       10,077  
Interest expense:
               
Interest on deposits
    2,056       2,504  
Interest on borrowings
    351       450  
Total interest expense
    2,407       2,954  
Net interest income
    7,783       7,123  
Provision for loan losses
    2,400       2,101  
Net interest income after provision for loan losses
    5,383       5,022  
Noninterest income (loss)
               
Loan fees
    64       49  
Net income from BOLI
    44       44  
Service fees on deposit accounts
    55       62  
Gain on sale of SBA loans
    2,244        
Other than temporary impairment losses
    (47 )     (44 )
Portion of loss recognized in other comprehensive income (OCI) (before taxes)
    27       26  
Net impairment losses recognized in earnings
    (20 )     (18 )
Other
    126       23  
Total noninterest income
    2,513       160  
Noninterest expense
               
Compensation and benefits
    1,414       1,193  
Professional services
    255       260  
Occupancy and equipment
    260       212  
Data processing
    110       72  
FDIC Insurance
    342       225  
Other operating expense
    816       340  
Total noninterest expense
    3,197       2,302  
Income before income tax expense
    4,699       2,880  
Income tax expense
    1,880       1,152  
Net income attributable to Company and noncontrolling (minority) interests
    2,819       1,728  
Net (income) loss attributable to noncontrolling (minority) interests
 
    (527 )     64  
Net income attributable to Company
    2,292       1,792  
Preferred stock dividend and discount accretion
    249       246  
Net income available to common shareholders
  $ 2,043     $ 1,546  
                 
Earnings per common share
               
Basic
  $ 0.42     $ 0.32  
Diluted
  $ 0.41     $ 0.32  
Weighted average shares outstanding
               
Basic
    4,886,456       4,841,207  
Diluted
    5,002,678       4,889,807  
See accompanying notes to consolidated financial statements
 

 
2

 


Parke Bancorp, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGE IN TOTAL EQUITY
(unaudited)
 
   
Preferred
Stock
   
Common
Stock
   
Additional
Paid-In
Capital
   
Retained Earnings
   
Accumulated
Other
Comprehensive Income (Loss)
   
Treasury
Stock
   
Total Shareholders' Equity
   
Non-
Controlling (Minority) Interest
   
Total
Equity
 
     (in thousands)  
Balance, December 31, 2009
  $ 15,508     $ 421     $ 37,020     $ 14,071     $ (2,867 )   $ (2,180 )   $ 61,973     $     $ 61,973  
Stock options  exercised
                    8                               8               8  
Capital contribution by noncontrolling (minority) interest
                                                            260       260  
10% common stock dividend
            44       4,884       (4,928 )                                    
Comprehensive income (loss):
                                                                       
Net income
                            1,728                       1,728       (64 )     1,792  
Non-credit unrealized losses on debt securities with OTTI, net of taxes
                                    (16 )             (16 )             (16 )
Net unrealized gains on available for sale securities without OTTI, net of taxes
                                    1,800               1,800               1,800  
Pension liability adjustments, net of tax
                                    11               11               11  
Total comprehensive income
                                                    3,523       (64 )     3,587  
Dividend on preferred stock (5% annually)
                            (204 )                     (204 )             (204 )
Accretion of discount on preferred stock
    43                       (43 )                                    
Balance, March 31, 2010
  $ 15,551     $ 465     $ 41,912     $ 10,688     $ (1,072 )   $ (2,180 )   $ 65,364     $ 196     $ 65,560  
                                                                         
                                                                         
                                                                         
Balance, December 31, 2010
  $ 15,683     $ 465     $ 41,931     $ 15,494     $ (693 )   $ (2,180 )   $ 70,700     $ 32     $ 70,732  
Capital withdrawals by noncontrolling (minority) interest
                                                            (599 )     (599 )
Comprehensive income (loss):
                                                                       
Net income
                            2,292                       2,292       527       2,819  
Non-credit unrealized gain on debt securities with OTTI, net of taxes
                                    4               4               4  
Net unrealized gains on available for sale securities without OTTI, net of taxes
                                    (59 )             (59 )             (59 )
Pension liability adjustments, net of taxes
                                    11               11               11  
Total comprehensive income
                                                    2,248       527       2,775  
Dividend on preferred stock (5% annually)
                            (204 )                     (204 )             (204 )
Accretion of discount on preferred stock
    45                       (45 )                                    
Balance, March 31, 2011
  $ 15,728     $ 465     $ 41,931     $ 17,537     $ (737 )   $ (2,180 )   $ 72,744     $ (40 )   $ 72,704  

See accompanying notes to consolidated financial statements

 
3

 


 
Parke Bancorp Inc. and Subsidiaries
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(unaudited)
 
   
For the three months ended March 31,
 
   
2011
   
2010
 
   
(in thousands)
 
Cash Flows from Operating Activities
           
Net income
  $ 2,819     $ 1,728  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation and amortization
    91       74  
Provision for loan losses
    2,400       2,101  
Bank owned life insurance income
    (44 )     (44 )
Supplemental executive retirement plan expense
    112       111  
Gain on sale of SBA loans
    (2,244 )      
SBA loans originated for sale
    (6,980 )      
Proceeds from sale of SBA loans originated for sale
    7,767        
Gain on sale of other real estate owned
    (52 )      
Other than temporary decline in value of investments
    (20 )     18  
Net accretion of purchase premiums and discounts on securities
    (21 )     (19 )
Changes in operating assets and liabilities:
               
Increase in accrued interest receivable and other assets
    (57 )     (562 )
 (Decrease) increase in accrued interest payable and other accrued liabilities
    (1,702 )     772  
Net cash provided by operating activities
    2,069       4,179  
Cash Flows from Investing Activities
               
Purchases of investment securities available for sale
          (796 )
Redemptions of restricted stock
    2       93  
Proceeds from maturities and principal payments on mortgage-backed securities
    1,447       1,867  
Proceeds from sale of other real estate owned
    2,587        
Net decrease (increase) in loans
    6,877       (14,784 )
Purchases of bank premises and equipment
    (16 )     (73 )
Net cash provided by (used in) investing activities
    10,897       (13,693 )
Cash Flows from Financing Activities
               
Payment of dividend on preferred stock
    (204 )     (204 )
Proceeds from exercise of stock options and warrants
          8  
Net decrease in other borrowed funds
    (11,454 )      
Net decrease in Federal Home Loan Bank short term borrowings
          (2,025 )
Payments of Federal Home Loan Bank advances
    (37 )     (35 )
Net decrease in noninterest-bearing deposits
    (1,367 )     (2,214 )
Net (decrease) increase in interest-bearing deposits
    (18,886 )     19,786  
Net cash (used in) provided by financing activities
    (31,948 )     15,316  
(Decrease) increase in cash and cash equivalents
    (18,982 )     5,802  
Cash and Cash Equivalents, beginning of period
    57,628       4,154  
Cash and Cash Equivalents, end of period
  $ 38,646     $ 9,956  
Supplemental Disclosure of Cash Flow Information:
               
Cash paid for:
               
Interest on deposits and borrowed funds
 
  $ 2,561     $ 2,903  
Income taxes
  $ 1,880     $ 1,800  
Supplemental Schedule of Noncash Activities:
               
Real estate acquired in settlement of loans
  $     $ 3,572  
See accompanying notes to consolidated financial statements
 

 
4

 

Notes to Consolidated Financial Statements (Unaudited)

NOTE 1.  ORGANIZATION

Parke Bancorp, Inc. ("Parke Bancorp” or the "Company") is a bank holding company incorporated under the laws of the State of New Jersey in January 2005 for the sole purpose of becoming the holding company of Parke Bank (the "Bank").

The Bank is a commercial bank which commenced operations on January 28, 1999. The Bank is chartered by the New Jersey Department of Banking and insured by the Federal Deposit Insurance Corporation ("FDIC"). Parke Bancorp and the Bank maintain their principal offices at 601 Delsea Drive, Washington Township, New Jersey. The Bank also conducts business through branches in Galloway Township, Northfield and Washington Township, New Jersey and Philadelphia, Pennsylvania.

The Bank competes with other banking and financial institutions in its primary market areas. Commercial banks, savings banks, savings and loan associations, credit unions and money market funds actively compete for savings and time certificates of deposit and all types of loans. Such institutions, as well as consumer financial and insurance companies, may be considered competitors of the Bank with respect to one or more of the services it renders.

The Bank is subject to the regulations of certain state and federal agencies, and accordingly, the Bank is periodically examined by such regulatory authorities. As a consequence of the regulation of commercial banking activities, the Bank’s business is particularly susceptible to future state and federal legislation and regulations.


NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Financial Statement Presentation: The accounting and reporting policies of the Bank conform to accounting principles generally accepted in the United States of America (“GAAP”) and predominant practices within the banking industry.

The accompanying consolidated financial statements include the accounts of Parke Bancorp, Inc. and its wholly-owned subsidiaries Parke Bank, Parke Capital Markets, Farm Folly, Inc. and Taylors Glen LLC. Also included are the accounts of 44 Business Capital Partners LLC, a joint venture formed in 2009 to originate and service SBA loans. Parke Bank has a 51% ownership interest in the joint venture. Parke Capital Trust I, Parke Capital Trust II and Parke Capital Trust III are wholly-owned subsidiaries but are not consolidated because they do not meet the requirements for consolidation under applicable accounting guidance.  All significant inter-company balances and transactions have been eliminated.

The accompanying interim financial statements should be read in conjunction with the annual financial statements and notes thereto included in Parke Bancorp Inc.’s Annual Report on Form 10-K for the year ended December 31, 2010 since they do not include all of the information and footnotes required by GAAP. The accompanying interim financial statements for the three months ended March 31, 2011 and 2010 are unaudited. The balance sheet as of December 31, 2010, was derived from the audited financial statements. In the opinion of management, these financial statements include all normal and recurring adjustments necessary for a fair statement of the results for such interim periods. Results of operations for the three months ended March 31, 2011 are not necessarily indicative of the results for the full year.

Use of Estimates: In preparing the interim financial statements, management makes estimates and assumptions based on available information that affect the reported amounts of assets and liabilities and

 
5

 

the disclosure of contingent assets and liabilities as of the date of the balance sheet and reported amounts of expenses and revenues. Actual results could differ from such estimates. The allowance for loan losses, deferred taxes, evaluation of investment securities for other-than-temporary impairment and fair values of financial instruments and OREO are significant estimates and particularly subject to change.

Recently Issued Accounting Pronouncements:

On July 1, 2009, the Accounting Standards Codification (“ASC”) became the Financial Accounting Standards Board’s (“FASB”) officially recognized source of authoritative GAAP applicable to all public and non-public non-governmental entities, superseding existing FASB, AICPA, EITF and related literature. Rules and interpretive releases of the SEC under the authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. All other accounting literature is considered non-authoritative. The switch to the ASC affects the way companies refer to GAAP in financial statements and accounting policies. Citing particular content in the ASC involves specifying the unique numeric path to the content through the Topic, Subtopic, Section and Paragraph structure.

FASB ASC Topic 310, “Receivables.”

New authoritative accounting guidance (Accounting Standards Update No. 2011-01) under ASC Topic 310, "Receivables", temporarily delayed the effective date of the disclosures about troubled debt restructurings in Update 2010-20. The delay was intended to allow the Board time to complete its deliberations on what constituted a troubled debt restructuring. In April 2011, new authoritative guidance (Accounting Standards Update No. 2011-02) under ASC Topic 310 was released to assist creditors in determining whether a restructuring is a troubled debt restructuring. This update clarifies the guidance on a whether a creditor has made a concession and whether a debtor is experiencing financial difficulties. In addition, the disclosures that were deferred under ASU 2011-01 will now be required. ASU 2011-02 is effective for the first interim or annual period beginning after June 15, 2011, and should be applied retrospectively to the beginning of the annual period of adoption. Early adoption is permitted. The Company will evaluate this new disclosure guidance, but does not expect it to have any effect on the Company's reported financial condition or results of operations.

 
6

 
 
NOTE 3.  INVESTMENT SECURITIES
 

The following is a summary of the Company's investments in available-for-sale and held-to-maturity securities as of March 31, 2011 and December 31, 2010: 

 As of March 31, 2011
 
Amortized
cost
 
Gross
unrealized
gains
 
Gross
unrealized
losses
 
Other-than-
temporary
impairments
in OCI
 
Fair value
 
 Available-for-sale:
(amounts in thousands)
 
             
U.S. Government sponsored entities
$
3,007
 
$
12
 
$
91
 
$
 
$
2,928
 
Corporate debt obligations
 
2,000
   
85
   
   
   
2,085
 
Residential mortgage-backed securities
14,664
 
590
 
55
 
 
15,199
 
Collateralized mortgage obligations
1,865
 
101
 
 
27
 
1,939
 
Collateralized debt obligations
5,562
 
 
1,014
 
515
 
4,033
 
Total available-for-sale
$
27,098
 
$
788
 
$
1,160
 
$
542
 
$
26,184
 
                     
 Held to maturity:
                   
States and political subdivisions
$
2,007
 
$
 
$
79
 
$
 
$
1,928
 


 
 As of December 31, 2010
 
Amortized
cost
 
Gross
unrealized
gains
 
Gross
unrealized
losses
 
Other-than-
temporary
impairments
in OCI
 
Fair value
 
 Available-for-sale:
(amounts in thousands)
 
             
U.S. Government sponsored entities
$
3,006
 
$
14
 
$
95
 
$
 
$
2,925
 
Corporate debt obligations
 
2,000
   
94
   
   
   
2,094
 
Residential mortgage-backed securities
15,938
 
645
 
24
 
 
16,559
 
Collateralized mortgage obligations
2,045
 
107
 
 
 
2,152
 
Collateralized debt obligations
5,562
 
 
1,014
 
548
 
4,000
 
Total available-for-sale
$
28,551
 
$
860
 
$
1,133
 
$
548
 
$
27,730
 
                     
 Held to maturity:
                   
States and political subdivisions
$
1,999
 
$
60
 
$
11
 
$
 
$
2,048
 
 
 
 
7

 

The amortized cost and fair value of debt securities classified as available-for-sale and held-to-maturity, by contractual maturity as of March 31, 2011 are as follows:
 
   
Amortized
Cost
   
Fair
Value
 
   
(amounts in thousands)
 
Available-for-sale:
     
Due within one year
  $     $  
Due after one year through five years
    1,000       1,012  
Due after five years through ten years
    2,000       1,909  
Due after ten years
    7,569       6,125  
Residential mortgage-backed securities and collateralized mortgage obligations
    16,529       17,138  
Total  available-for-sale
  $ 27,098     $ 26,184  

 
Held-to-maturity:
     
Due within one year
  $     $  
Due after one year through five years
           
Due after five years through ten years
           
Due after ten years
    2,007       1,928  
Total held-to-maturity
  $ 2,007     $ 1,928  

Expected maturities will differ from contractual maturities for mortgage related securities because the issuers of certain debt securities do have the right to call or prepay their obligations without any penalties.

 
8

 

The following tables show the gross unrealized losses and fair value of the Company's investments with unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at March 31, 2011 and December 31, 2010:
 

 
As of March 31, 2011
 
Less Than 12 Months
   
12 Months or Greater
   
Total
 
Description of Securities
 
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
 
   
(amounts in thousands)
 
Available-for-sale:
                                   
U.S. Government sponsored entities
  $ 1,909     $ 91     $     $     $ 1,909     $ 91  
Corporate debt obligations
                                   
Residential mortgage-backed securities and collateralized mortgage obligations
    4,683       55                   4,683       55  
Collateralized debt obligations
                3,736       1,014       3,736       1,014  
Total available-for-sale
  $ 6,592     $ 146     $ 3,736     $ 1,014     $ 10,328     $ 1,160  
                                                 
Held-to-maturity:
                                               
States and political subdivisions
  $ 1,928     $ 79     $     $     $ 1,928     $ 79  

 
As of December 31, 2010
 
Less Than 12 Months
   
12 Months or Greater
   
Total
 
Description of Securities
 
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
 
   
(amounts in thousands)
 
Available-for-sale:
                                   
U.S. Government sponsored entities
  $ 1,905     $ 95     $     $     $ 1,905     $ 95  
Corporate debt obligations
                                   
Residential mortgage-backed securities and collateralized mortgage obligations
    4,807       24                   4,807       24  
Collateralized debt obligations
                3,736       1,014       3,736       1,014  
Total available-for-sale
  $ 6,712     $ 119     $ 3,736     $ 1,014     $ 10,448     $ 1,133  
                                                 
Held-to-maturity:
                                               
States and political subdivisions
  $ 1,229     $ 11     $     $     $ 1,229     $ 11  
 
 
9

 
 
U.S. Government Sponsored Entities: The unrealized losses on the Company’s investment in U.S. Government sponsored entities relates to two securities. The losses were caused by movement in interest rates. Because the Company does not intend to sell the investment and it is not more likely than not that the Company will be required to sell the investment before recovery of its amortized cost basis, which may be maturity, it does not consider the investment in these securities to be other-than-temporarily impaired at March 31, 2011 or December 31, 2010.
 
Residential Mortgage-Backed Securities and Collateralized Mortgage Obligations: The unrealized losses on the Company’s investment in mortgage-backed securities relates to three securities. The losses were caused by movement in interest rates. The securities were issued by FNMA and FHLMC, government sponsored entities. It is expected that the U.S. government will guarantee all contractual cash flows. Because the Company does not intend to sell the investment and it is not more likely than not that the Company will be required to sell the investment before recovery of its amortized cost basis, which may be maturity, it does not consider the investment in these securities to be other-than-temporarily impaired at March 31, 2011 or December 31, 2010.
 
Collateralized Debt Obligations:  The Company’s unrealized loss on investments in collateralized debt obligations (“CDOs”) relates to three securities  issued by financial institutions, totaling $4.7 million. CDOs are pooled securities primarily secured by trust preferred securities (“TruPS”), subordinated debt and surplus notes issued by small and mid-sized banks and insurance companies. These securities are generally floating rate instruments with 30-year maturities, and are callable at par by the issuer after five years. The current economic downturn has had a significant adverse impact on the financial services industry, consequently, TruPS CDOs do not have an active trading market. With the assistance of competent third-party valuation specialists, the Company utilized the following methodology to determine the fair value:
 
Cash flows were developed based on the estimated speeds at which the trust preferred securities are expected to prepay, the estimated rates at which the trust preferred securities are expected to defer payments, the estimated rates at which the trust preferred securities are expected to default, and the severity of the losses on securities which default. Trust preferred securities generally allow for prepayment by the issuer without a prepayment penalty any time after five years. Due to the lack of new trust preferred issuances and the relatively poor conditions of the financial institution industry, a relatively modest rate of prepayment was assumed going forward. Estimates for conditional default rates (“CDR”) are based on the payment characteristics of the trust preferred securities themselves (e.g. current, deferred, or defaulted) as well as the financial condition of the trust preferred issuers in the pool. Estimates for the near-term rates of deferral and CDR are based on key financial ratios relating to the financial institutions’ capitalization, asset quality, profitability and liquidity. Finally, we consider whether or not the financial institution has received TARP funding, and if it has, the amount. Longer-term rates of deferral and defaults on based on historical averages. The fair value of each bond was assessed by discounting their projected cash flows by a discount rate.  The discount rates were based on the yields of publicly traded TruPS and preferred stock issued by comparably rated banks.  The fair value for previous reporting periods was based on indicative market bids and resulted in much lower values due to the inactive trading market.
 
The underlying issuers have been analyzed, and projections have been made regarding the future performance, considering factors including defaults and interest deferrals.  The analysis indicates that the Company should expect to receive all contractual cash flows.  Because the Company does not intend to sell the investment and it is not more likely than not that the Company will be required to sell the investment before recovery of its amortized cost basis, which may be maturity, it does not consider these investments to be other-than-temporarily impaired at March 31, 2011 or December 31, 2010.
 
 
10

 

Other-Than-Temporarily Impaired Debt Securities
 

We assess whether we intend to sell or it is more likely than not that we will be required to sell a security before recovery of its amortized cost basis less any current-period credit losses. For debt securities that are considered other-than-temporarily impaired (“OTTI”) and that we do not intend to sell and will not be required to sell prior to recovery of our amortized cost basis, we separate the amount of the impairment into the amount that is credit related (credit loss component) and the amount due to all other factors. The credit loss component is recognized in earnings and is the difference between the security’s amortized cost basis and the present value of its expected future cash flows. The remaining difference between the security’s fair value and the present value of future expected cash flows is due to factors that are not credit related and is recognized in other comprehensive income.

The present value of expected future cash flows is determined using the best estimate cash flows discounted at the effective interest rate implicit to the security at the date of purchase or the current yield to accrete an asset-backed or floating rate security. The methodology and assumptions for establishing the best estimate cash flows vary depending on the type of security. The asset-backed securities cash flow estimates are based on bond specific facts and circumstances that may include collateral characteristics, expectations of delinquency and default rates, loss severity and prepayment speeds and structural support, including subordination and guarantees. The corporate bond cash flow estimates are derived from scenario-based outcomes of expected corporate restructurings or the disposition of assets using bond specific facts and circumstances including timing, security interests and loss severity.

We have a process in place to identify debt securities that could potentially have a credit impairment that is other than temporary.  This process involves monitoring late payments, pricing levels, downgrades by rating agencies, key financial ratios, financial statements, revenue forecasts and cash flow projections as indicators of credit issues.  On a quarterly basis, we review all securities to determine whether an other-than-temporary decline in value exists and whether losses should be recognized. We consider relevant facts and circumstances in evaluating whether a credit or interest rate-related impairment of a security is other than temporary. Relevant facts and circumstances considered include: (1) the extent and length of time the fair value has been below cost; (2) the reasons for the decline in value; (3) the financial position and access to capital of the issuer, including the current and future impact of any specific events and (4) for fixed maturity securities, our intent to sell a security or whether it is more likely than not we will be required to sell the security before the recovery of its amortized cost which, in some cases, may extend to maturity and for equity securities, our ability and intent to hold the security for a period of time that allows for the recovery in value.
 
The following table presents a roll-forward of the credit loss component of the amortized cost of debt securities that we have written down for OTTI and the credit component of the loss that is recognized in earnings. OTTI recognized in earnings for credit-impaired debt securities is presented as additions in two components based upon whether the current period is the first time the debt security was credit-impaired (initial credit impairment) or is not the first time the debt security was credit impaired (subsequent credit impairments). The credit loss component is reduced if we sell, intend to sell or believe we will be required to sell previously credit-impaired debt securities. Additionally, the credit loss component is reduced if we receive cash flows in excess of what we expected to receive over the remaining life of the credit-impaired debt security, the security matures or is fully written down. Changes in the credit loss component of credit-impaired debt securities were as follows for the periods ended March 31, 2011 and 2010.

 
11

 


   
For the Three Months Ended
March 31,
 
   
2011
   
2010
 
             
   
(amounts in thousands)
 
Beginning balance
  $ 2,657     $ 4,008  
Initial credit impairment
           
Subsequent credit impairments
    20       18  
Reductions for amounts recognized in earnings due to intent or requirement to sell
           
Reductions for securities sold
           
Reductions for securities deemed worthless
    81       1,069  
Reductions for increases in cash flows expected to be collected
           
Ending balance
  $ 2,596     $ 2,957  

A summary of investment gains and losses recognized in income during the three month periods ended March 31, 2011 and 2010 are as follows:

   
For the Three Months Ended
March 31,
 
   
2011
   
2010
 
             
   
(amounts in thousands)
 
Available-for-sale securities:
           
Realized gains
  $     $  
Realized (losses)
           
Other than temporary impairment
    (20 )     (18 )
Total available-for-sale securities
  $ (20 )   $ (18 )
                 
Held-to-maturity securities:
               
Realized gains
  $     $  
Realized (losses)
           
Other than temporary impairment
           
Total held-to-maturity securities
  $     $  

During the first three months of 2011, the Company recognized $20,000 of other-than-temporary impairment losses on available-for-sale securities, attributable to impairment charges recognized on a privately issued CMO.

The impairment charges for the CMO were recognized in light of significant deterioration of housing values in the residential real estate market, the significant rise in delinquencies and charge-offs of underlying mortgage loans and resulting decline in market value of the securities.

With the assistance of competent third-party valuation specialists, the Company utilized the following methodologies to quantify the OTTI. The underlying mortgage collateral was analyzed in order to project future cash flows and to calculate the credit component of the OTTI. Four major assumptions were utilized; prepayment (CPR), constant default rate (CDR), loss severity and risk adjusted discount rate. The methodologies for the four assumptions are:

CPR assumptions were based on evaluation of the lifetime conditional prepayment rates; 3 month CPR over the most recent period, past 6 months and past 12 months; estimated prepayment rates provided by
 
 
12

 
 
the Securities Industry & Financial Markets Association (SIFMA), forecasts from other industry experts, and judgment given recent deterioration in credit conditions and declines in property values. The CRP assumption utilized ranged from 7.73% to 8.51%

CDR estimates were based on the status of the loans – current, 30-59 days delinquent, 60-89 days delinquent, 90+ days delinquent, foreclosure or REO – and proprietary loss migration models (i.e. percentage of 30 day delinquents that will ultimately migrate to default, percentage of 60 day delinquents that will ultimately migrate to default, etc.). The model assumes that the 60 day plus population will move to repossession inventory subject to the loss migration assumptions and liquidate over the next 36 months. Defaults vector from month 37 to month 48 to the month 49 CDR value and ultimately vector to zero over an extended period of time of at least 15 years. The CDR assumption utilized started at a range of 5.58% to 6.23%, and ramped down to a range of 1.80% to 4.14% by month 49.

Loss severity estimates are based on the initial loan to value ratio, the loan’s lien position, private mortgage insurance proceeds available (if any), and the estimated change in the price of the property since origination.  The loss severity assumption is static for twelve months at 50.9% then decreases monthly based on future market appreciation to a floor of 23%.

The risk adjusted discount rate of 15% was derived based on the spread from the most recent active market indication for either the instrument in question or a proxy of the instrument. The resulting spread was then used in conjunction with the swap curve to discount the expected cash flow stream.

NOTE 4.  LOANS
 
The portfolio of the loans outstanding consists of:
 
   
March 31, 2011
   
December 31, 2010
 
   
Amount
   
Percentage
of Total
Loans
   
Amount
   
Percentage
of Total
Loans
 
   
(amounts in thousands)
 
Commercial
  $ 22,092       3.5 %   $ 25,108       4.0 %
Real estate construction:
                               
Residential
    25,291       4.1       38,810       6.2  
Commercial
    66,390       10.7       57,651       9.2  
Real estate mortgage:
                               
Residential
    168,895       27.1       169,536       27.1  
Commercial
    322,599       51.8       318,519       50.8  
Consumer
    17,457       2.8       17,115       2.7  
Total Loans
  $ 622,724       100.0 %   $ 626,739       100.0 %
                                 
 
 
The Company maintains interest reserves for the purpose of making periodic and timely interest payments for borrowers that qualify.  Total loans with interest reserves were $37.9 million and $65.6 million at March 31, 2011 and December 31, 2010 respectively. On a monthly basis management reviews loans with interest reserves to assess current and projected performance.

Loan Origination/Risk Management:  The Company has certain lending policies and procedures in place that are designed to maximize loan income within an acceptable level of risk. Management reviews and
 
 
13

 
 
approves these policies and procedures on a regular basis. A reporting system supplements the review process by providing management with frequent reports related to loan production, loan quality, concentrations of credit, loan delinquencies and non-performing and potential problem loans. Diversification in the loan portfolio is a means of managing risk associated with fluctuations in economic conditions.

Commercial loans are underwritten after evaluating and understanding the borrower's ability to operate profitably and prudently expand its business. Underwriting standards are designed to promote relationship banking rather than transactional banking. Once it is determined that the borrower's management possesses sound ethics and solid business acumen, the Company's management examines current and projected cash flows to determine the ability of the borrower to repay their obligations as agreed. Commercial loans are primarily made based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower. The cash flows of borrowers, however, may not be as expected and the collateral securing these loans may fluctuate in value. Most commercial loans are secured by the assets being financed or other business assets such as accounts receivable or inventory and almost always will incorporate a personal guarantee. In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers.

With respect to construction loans to developers and builders that are secured by non-owner occupied properties, the Company generally requires the borrower to have had an existing relationship with the Company and have a proven record of success. Construction loans are underwritten utilizing feasibility studies, independent appraisal reviews, sensitivity analysis of absorption and lease rates and financial analysis of the developers and property owners. Construction loans are generally based upon estimates of costs and value associated with the complete project. These estimates may be inaccurate. Construction loans often involve the disbursement of substantial funds with repayment substantially dependent on the success of the ultimate project. Sources of repayment for these types of loans may be pre-committed permanent loans from approved long-term lenders, sales of developed property or an interim loan commitment from the Company until permanent financing is obtained. These loans are closely monitored by on-site inspections and are considered to have higher risks than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, governmental regulation of real property, general economic conditions and the availability of long-term financing.

Commercial real estate loans are subject to underwriting standards and processes similar to commercial loans, in addition to those of real estate loans. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Commercial real estate lending typically involves higher loan principal amounts and the repayment of these loans is generally largely dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan. Commercial real estate loans may be more adversely affected by conditions in the real estate markets or in the general economy. The properties securing the Company’s commercial real estate portfolio are diverse in terms of type and geographic location within our market area. This diversity helps reduce the Company's exposure to adverse economic events that affect any single market or industry. Management monitors and evaluates commercial real estate loans based on collateral, geography and risk grade criteria. The Company also monitors economic conditions and trends affecting market areas it serves. In addition, management tracks the level of owner-occupied commercial real estate loans versus non-owner occupied loans. At March 31, 2011, approximately 41.1% of the outstanding principal balance of the Company’s commercial real estate loans were secured by owner-occupied properties.

To monitor and manage consumer loan risk, policies and procedures are developed and modified as needed. This activity, coupled with relatively small loan amounts that are spread across many individual borrowers, minimizes risk. Additionally, trend and outlook reports are reviewed by management on a
 
 
14

 
 
regular basis. Underwriting standards for home equity loans are heavily influenced by statutory requirements, which include, but are not limited to, a maximum loan-to-value percentage of 80%, collection remedies, the number of such loans a borrower can have at one time and documentation requirements.

The Company maintains an outsourced independent loan review program that reviews and validates the credit risk program on a periodic basis. Results of these reviews are presented to management. The loan review process complements and reinforces the risk identification and assessment decisions made by lenders and credit personnel, as well as the Company's policies and procedures.

Nonaccrual and Past Due Loans:  Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Loans are placed on non-accrual status when, in management's opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provisions. Loans may be placed on non-accrual status regardless of whether or not such loans are considered past due. When interest accrual is discontinued, all unpaid accrued interest is reversed. Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.

An age analysis of past due loans follows:
 
As of March 31, 2011
30-59 Days
Past Due
 
60-89 Days
Past Due
 
Greater
than 90
Days and Accruing
 
Greater
than 90
Days and
Not
Accruing
 
Total Past
Due
   
Current
 
Total
Loans
 
(Amounts in thousands)
Commercial
$
594
 
$
100
 
$
 
$
 
$
694
 
$
21,398
 
$
22,092
Real estate construction:
                                       
Residential
 
   
   
   
5,068
   
5,068
   
20,223
   
25,291
Commercial
 
23
   
1,517
   
1,657
   
5,077
   
8,274
   
58,116
   
66,390
Real estate mortgage:
                                       
Residential
 
171
   
1,166
   
929
   
11,178
   
13,444
   
155,451
   
168,895
Commercial
 
6,020
   
843
   
2,180
   
8,341
   
17,384
   
305,215
   
322,599
Consumer
 
   
   
   
61
   
61
   
17,396
   
17,457
Total
$
6,808
 
$
3,626
 
$
4,766
 
$
29,725
 
$
44,925
 
$
577,799
 
$
622,724

As of December 31, 2010
30-59 Days
Past Due
 
60-89 Days
Past Due
 
Greater
than 90
Days and Accruing
 
Greater
than 90
Days and
Not
Accruing
 
Total Past
Due
   
Current
 
Total
Loans
 
(Amounts in thousands)
Commercial
$
212
 
$
98
 
$
 
$
 
$
310
 
$
24,798
 
$
25,108
Real estate construction:
                                       
Residential
 
1,657
   
   
   
8,546
   
10,203
   
28,607
   
38,810
Commercial
 
75
   
   
   
6,701
   
6,776
   
50,875
   
57,651
Real estate mortgage:
                                       
Residential
 
1,139
   
2,161
   
   
9,415
   
12,715
   
156,821
   
169,536
Commercial
 
4,833
   
5,670
   
   
2,722
   
13,225
   
305,294
   
318,519
Consumer
 
   
   
   
61
   
61
   
17,054
   
17,115
Total
$
7,916
 
$
7,929
 
$
 
$
27,445
 
$
43,290
 
$
583,449
 
$
626,739

 
15

 
 
Impaired Loans:  Loans are considered impaired when, based on current information and events, it is probable the Company will be unable to collect amounts due in accordance with the original contractual terms of the loan agreement, including scheduled principal and interest payments. Impairment is evaluated in total for smaller-balance loans of a similar nature and on an individual loan basis for other loans. If a loan is impaired, a specific valuation allowance is allocated, if necessary, so that the loan is reported net, at the present value of estimated future cash flows using the loan's existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Interest payments on impaired loans are typically applied to principal unless collectability of the principal amount is reasonably assured, in which case interest is recognized on a cash basis. Impaired loans, or portions thereof, are charged off when deemed uncollectible. Included in impaired loans at March 31, 2011 were $41.3 million of loans classified as troubled debt restructurings as defined within accounting guidance and regulatory literature. The Company granted a concession, either a reduction in stated interest rate or a period of interest only payments, due to the borrowers’ financial difficulties. These loans were performing according to their modified terms at March 31, 2011.

 
16

 

Impaired loans are set forth in the following tables.

 As of March 31, 2011
 
Recorded
Investment
   
Unpaid
Principal Balance
   
Related
Allowance
   
Average
Recorded Investment
   
Interest
Income
Recognized1
 
 
 
(Amounts in thousands)
 
With no related allowance recorded:
                             
Commercial
  $ 594     $ 594     $     $ 594     $ 3  
Residential real estate construction
    6,792       8,208             7,081       38  
Commercial real estate construction
    20,396       20,985             20,107       167  
Residential real estate mortgage
    14,520       15,117             13,718       62  
Commercial real estate mortgage
    42,185       42,185             41,095       589  
Consumer
    61       61             61       1  
      84,548       87,150             82,656       860  
                                         
With an allowance recorded:
                                       
Commercial
                             
Residential real estate construction
    5,036       5,197       1,339       5,242       64  
Commercial real estate construction
    757       757       12       757        
Residential real estate mortgage
    7,289       7,289       431       7,298       89  
Commercial real estate mortgage
    11,439       11,559       227       11,441       115  
Consumer
                             
      24,521       24,802       2,009       24,738       268  
                                         
Total:
                                       
Commercial
    594       594             594       3  
Residential real estate construction
    11,828       13,405       1,339       12,323       102  
Commercial real estate construction
    21,153       21,742       12       20,864       167  
Residential real estate mortgage
    21,809       22,406       431       21,016       151  
Commercial real estate mortgage
    53,624       53,744       227       52,536       704  
Consumer
    61       61             61       1  
    $ 109,069     $ 111,952     $ 2,009     $ 107,394     $ 1,128  

1Reflects the interest income recognized on impaired loans, which includes troubled debt restructurings, during the period ending March 31, 2011. Interest income recognized on a cash basis subsequent to a loan being placed on nonaccrual was $54,000 during the period.
 
 
17

 



 As of December 31, 2010
 
Recorded
Investment
   
Unpaid
Principal
Balance
   
Related
Allowance
   
Average
Recorded Investment
   
Interest
Income
Recognized
 
 
 
(Amounts in thousands)
 
With no related allowance recorded:
                             
Commercial
  $ 785     $ 785     $     $ 509     $ 11  
Residential real estate construction
    13,180       14,147             12,789       106  
Commercial real estate construction
    18,181       18,770             7,845       214  
Residential real estate mortgage
    8,540       8,637             7,881       230  
Commercial real estate mortgage
    42,303       42,303             16,203       1,562  
Consumer
    61       61             31        
      83,050       84,703             45,258       2,123  
                                         
With an allowance recorded:
                                       
Commercial
                             
Residential real estate construction
    6,599       7,820       2,091       6,576       70  
Commercial real estate construction
                             
Residential real estate mortgage
    12,946       13,113       562       5,462       389  
Commercial real estate mortgage
    9,428       9,548       198       4,064       525  
Consumer
                             
      28,973       30,481       2,851       16,102       984  
                                         
Total:
                                       
Commercial
    785       785             509       11  
Residential real estate construction
    19,779       21,967       2,091       19,365       176  
Commercial real estate construction
    18,181       18,770             7,845       214  
Residential real estate mortgage
    21,486       21,750       562       13,343       619  
Commercial real estate mortgage
    51,731       51,851       198       20,267       2,087  
Consumer
    61       61             31        
    $ 112,023     $ 115,184     $ 2,851     $ 61,360     $ 3,107  
 
 
18

 
 
Credit Quality Indicators:  As part of the on-going monitoring of the credit quality of the Company's loan portfolio, management tracks certain credit quality indicators including trends related to the risk grades of loans, the level of classified loans, net charge-offs, non-performing loans (see details above) and the general economic conditions in the region.

The Company utilizes a risk grading matrix to assign a risk grade to each of its loans. Loans are graded on a scale of 1 to 7. Grade 1 through 4 are considered “Pass”. A description of the general characteristics of the seven risk grades is as follows:
1.  
Good:  Borrower exhibits the strongest overall financial condition and represents the most creditworthy profile.
2.  
Satisfactory (A):  Borrower reflects a well balanced financial condition, demonstrates a high level of creditworthiness and typically will have a strong banking relationship with Parke Bank.
3.  
Satisfactory (B):  Borrower exhibits a balanced financial condition and does not expose the Bank to more than a normal or average overall amount of risk.  Loans are considered fully collectable.
4.  
Watch List:  Borrower reflects a fair financial condition, but there exists an overall greater than average risk. Risk is deemed acceptable by virtue of increased monitoring and control over borrowings.  Probability of timely repayment is present.
5.  
Other Assets Especially Mentioned (OAEM):  Financial condition is such that assets in this category have a potential weakness or pose unwarranted financial risk to the Bank even though the asset value is not currently impaired.  Asset does not currently warrant adverse classification but if not corrected could weaken and could create future increased risk exposure. Includes loans which require an increased degree of monitoring or servicing as a result of internal or external changes.
6.  
Substandard:  This classification represents more severe cases of #5 (OAEM) characteristics that require increased monitoring.  Assets are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Assets are inadequately protected by the current net worth and paying capacity of the borrower or of the collateral. Asset has a well defined weakness or weaknesses that impairs the ability to repay debt and jeopardizes the timely liquidation or realization of the collateral at the asset’s net book value.
7.  
Doubtful:  Assets which have all the weaknesses inherent in those assets classified #6 (Substandard) but the risks are more severe relative to financial deterioration in capital and/or asset value; accounting/evaluation techniques may be questionable and the overall possibility for collection in full is highly improbable. Borrowers in this category require constant monitoring, are considered work out loans and present the potential for future loss to the Bank.

An analysis of the credit risk profile by internally assigned grades is as follows:

 At March 31, 2011
 
Pass
   
OAEM
   
Substandard
   
Doubtful
   
Total
 
   
(Amounts in thousands)
 
Commercial
  $ 20,998     $ 500     $ 594     $     $ 22,092  
Residential real estate construction
    8,425       5,038       11,828             25,291  
Commercial real estate construction
    42,997       2,240       21,153             66,390  
Residential real estate mortgage
    146,226       8,985       13,684             168,895  
Commercial real estate mortgage
    265,139       36,919       20,541             322,599  
Consumer
    15,941       1,455       61             17,457  
Total
  $ 499,726     $ 55,137     $ 67,861     $     $ 622,724  
                                         

 
19

 

 
 At December 31, 2010
 
Pass
   
OAEM
   
Substandard
   
Doubtful
   
Total
 
   
(Amounts in thousands)
 
Commercial
  $ 23,823     $ 500     $ 785     $     $ 25,108  
Residential real estate construction
    12,132       6,899       19,779             38,810  
Commercial real estate construction
    38,570       900       18,181             57,651  
Residential real estate mortgage
    153,142       4,290       12,104             169,536  
Commercial real estate mortgage
    255,577       44,473       18,469             318,519  
Consumer
    15,559