EX1A-15 ADD EXHB 10 exc-auditedfs_ex15z1.htm SB AUDIT REPORT (EXC TO OC) Financial Statements

 

 

 

STONE BANK

FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015  WITH

REPORT OF INDEPENDENT AUDITORS


 

Report of Independent Auditors

To the Board of Directors Stone Bank

Mountain View, Arkansas

Report on the Financial Statements

 

We have audited the accompanying financial statements of Stone Bank, which comprise the statements of financial condition as of December 31, 2016 and 2015, and the related statements of income, comprehensive income, stockholders' equity, and cash flows for the years then ended, and the related notes to the financial statements.

 

Management's Responsibility for the Financial Statements

 

Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

 

Auditors' Responsibility

 

Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Bank's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Bank's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

Opinion

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Stone Bank as of December 31, 2016 and 2015, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States.

 

S.F. Fiser & Company

May 12, 2017

Springdale, Arkansas

 

112 East Emma Avenue ž Springdale, AR 72764 ž (479) 751-4851 ž (479) 751-4858

364 East College Street ž P.O. Box 2392 ž Batesville, AR 72503 ž (870) 793-4851 ž (870) 793-4853



STONE BANK

STATEMENTS OF FINANCIAL CONDITION

DECEMBER 31, 2016 AND 2015


 

2016

 

2015

    ASSETS

 

 

 

 

 

 

 

Cash and due from banks

$ 2,196,843   

 

$ 785,308   

Federal funds sold

5,719,266   

 

2,729,336   

  Total cash and cash equivalents

7,916,109   

 

3,514,644   

 

 

 

 

Securities available for sale

6,890,948   

 

7,659,803   

Loans held for sale

4,773,648   

 

-   

Net loans receivable

117,128,201   

 

73,391,293   

Premises and equipment, net

6,688,410   

 

4,383,329   

Foreclosed assets held for sale

1,111,523   

 

1,096,187   

Accrued interest receivable

1,739,678   

 

1,521,381   

Federal Home Loan Bank stock, at cost

1,005,100   

 

392,200   

Intangibles, net

938,717   

 

938,717   

Bank owned life insurance

1,485,703   

 

1,437,241   

Other assets

2,435,444   

 

8,972,406   

 

 

 

 

 

$ 152,113,481   

 

$ 103,307,201   

 

 

 

 

    LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

Deposits

 

 

 

 Noninterest-bearing transaction accounts

$ 9,122,219   

 

$ 7,304,439   

 Interest-bearing transaction and savings accounts

20,069,222   

 

10,332,376   

 Certificates of deposit $100,000 and over

44,686,541   

 

44,467,851   

 Other time deposits

38,872,019   

 

14,231,322   

  Total deposits

112,750,001   

 

76,335,988   

 

 

 

 

Federal Home Loan Bank advances

20,200,000   

 

11,000,000   

Accrued interest payable

66,150   

 

44,494   

Other liabilities

1,413,259   

 

381,438   

 

 

 

 

  Total liabilities

134,429,410   

 

87,761,920   

 

 

 

 

Commitments and contingencies (Notes 17 and 18)

 

 

 

 

 

 

 

Stockholders' equity

 

 

 

 Common stock, $.01 par value, 5,000,000 shares authorized,

 

 

 

  1,338,370 shares issued and outstanding

13,384   

 

13,384   

 Additional paid-in capital

13,121,452   

 

12,821,452   

 Retained earnings

4,723,683   

 

2,772,826   

 Net unrealized losses on securities available for sale, net of tax

 

 

 

  benefit of $(89,867) in 2016 and $(32,136) in 2015

(174,448)  

 

(62,381)  

 

 

 

 

  Total stockholders' equity

17,684,071   

 

15,545,281   

 

 

 

 

 

$ 152,113,481   

 

$ 103,307,201   


STONE BANK

STATEMENTS OF INCOME

YEARS ENDED DECEMBER 31, 2016 AND 2015


 

2016

 

2015

 

 

 

 

Interest income

 

 

 

 Interest and fees on loans

$ 6,569,721   

 

$ 5,138,158   

 Interest on federal funds sold

10,788   

 

3,220   

 Interest and dividends on securities

162,542   

 

188,694   

 

6,743,051   

 

5,330,072   

 

 

 

 

Interest expense

 

 

 

 Interest on deposits

1,022,433   

 

880,020   

 Interest on borrowed funds

197,121   

 

37,886   

 

1,219,554   

 

917,906   

 

 

 

 

Net interest income

5,523,497   

 

4,412,166   

 

 

 

 

Provision for loan losses

945,000   

 

574,200   

 

 

 

 

Net interest income after provision for loan losses

4,578,497   

 

3,837,966   

 

 

 

 

Other income (expense)

 

 

 

 Service charges on deposit accounts

95,546   

 

21,859   

 Other service charges and fees

(5,300)  

 

50,725   

 Gain on sale of loans

5,216,318   

 

3,689,491   

 Other

346,718   

 

366,223   

 

5,653,282   

 

4,128,298   

 

 

 

 

Operating expenses

 

 

 

 Compensation and related expenses

2,941,206   

 

1,935,629   

 Net occupancy

514,620   

 

402,426   

 Equipment and data processing

550,693   

 

362,661   

 Professional and examination

332,353   

 

455,066   

 FDIC insurance

85,292   

 

67,428   

 Postage and supplies

113,617   

 

88,086   

 Advertising and marketing

204,593   

 

161,882   

 Other

1,814,418   

 

1,158,504   

 

6,556,792   

 

4,631,682   

 

 

 

 

Net income before income taxes

3,674,987   

 

3,334,582   

 

 

 

 

Provision for income taxes

1,406,130   

 

1,267,063   

 

 

 

 

Net income

$ 2,268,857   

 

$ 2,067,519   


STONE BANK

STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2016 AND 2015


 

2016

 

2015

 

 

 

 

Net income

$ 2,268,857   

 

$ 2,067,519   

 

 

 

 

Other comprehensive income (loss)

 

 

 

Unrealized losses on securities available for sale, net of

 

 

 

benefit of ($57,731) in 2016 and ($10,939) in 2015

(112,067)  

 

(21,233)  

 

 

 

 

Comprehensive income

$ 2,156,790   

 

$ 2,046,286   


STONE BANK

STATEMENTS OF STOCKHOLDER'S EQUITY

YEARS ENDED DECEMBER 31, 2016 AND 2015


 

 

 

 

 

Additional

 

 

 

 

 

Preferred

 

Common

 

Paid-In

 

Retained

 

Unrealized

 

Stock

 

Stock

 

Capital

 

Earnings

 

Losses

 

 

 

 

 

 

 

 

 

 

Balance January 1, 2015

$ 1,064,630   

 

$ 9,673   

 

$ 9,025,718   

 

$ 769,517   

 

$ (41,148)  

 

 

 

 

 

 

 

 

 

 

 Dividends paid

 

 

 

 

 

 

(64,210)  

 

 

 

 

 

 

 

 

 

 

 

 

 Conversion of 106,463 shares of preferred stock

(1,064,630)  

 

1,224   

 

1,063,406   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Issuance of 248,619 shares of common stock

 

 

2,487   

 

2,732,328   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Net income

 

 

 

 

 

 

2,067,519   

 

 

 

 

 

 

 

 

 

 

 

 

 Unrealized losses on securities available

 

 

 

 

 

 

 

 

 

  for sale, net of tax benefit of ($10,939)

 

 

 

 

 

 

 

 

(21,233)  

 

 

 

 

 

 

 

 

 

 

Balance December 31, 2015

-   

 

13,384   

 

12,821,452   

 

2,772,826   

 

(62,381)  

 

 

 

 

 

 

 

 

 

 

 Contributed capital

 

 

 

 

300,000   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Dividends paid

 

 

 

 

 

 

(318,000)  

 

 

 

 

 

 

 

 

 

 

 

 

 Net income

 

 

 

 

 

 

2,268,857   

 

 

 

 

 

 

 

 

 

 

 

 

 Unrealized losses on securities available

 

 

 

 

 

 

 

 

 

  for sale, net of tax benefit of ($57,731)

 

 

 

 

 

 

 

 

(112,067)  

 

 

 

 

 

 

 

 

 

 

Balance December 31, 2016

$ -   

 

$ 13,384   

 

$ 13,121,452   

 

$ 4,723,683   

 

$ (174,448)  

 

 


STONE BANK

STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2016 AND 2015


 

2016

 

2015

 

 

 

 

Cash flows from operating activities

 

 

 

 Net income

$ 2,268,857   

 

$ 2,067,519   

 Adjustments to reconcile net income to net cash

 

 

 

provided by operating activities

 

 

 

   Depreciation and amortization

591,492   

 

422,169   

   Deferred income taxes

(87,609)  

 

272,489   

   Provision for loan losses

945,000   

 

574,200   

   Write-downs of foreclosed assets held for sale

167,308   

 

41,527   

   Write-downs of premises and equipment

-   

 

-   

   Net amortization and accretion of securities

28,792   

 

27,122   

   Loss (gain) on sale of foreclosed assets

7,595   

 

(1,511)  

   Gain on sale of securities available for sale

(30,263)  

 

-   

   Gain on sale of loans

(5,216,318)  

 

(3,689,491)  

   Gain on sale of premises and equipment

(4,339)  

 

-   

   Proceeds from sale of loans

52,153,128   

 

31,974,230   

   Origination of loans for sale

(51,710,458)  

 

(27,578,388)  

   Federal Reserve Bank stock dividend

-   

 

(12,386)  

   Federal Home Loan Bank stock dividend

(6,980)  

 

(689)  

   Increase in accrued interest receivable

(218,297)  

 

(618,668)  

   Decrease (increase) in other assets

6,488,500   

 

(504,400)  

   Increase in accrued interest payable

21,656   

 

4,854   

   Increase (decrease) in other liabilities

1,177,161   

 

(1,644,171)  

Net cash provided by operating activities

6,575,225   

 

1,334,406   

 

 

 

 

Cash flows from investing activities

 

 

 

 Proceeds from sale of securities available for sale

1,428,410   

 

-   

 Proceeds from maturities and calls of securities available for sale

1,377,137   

 

1,235,220   

 Purchases of securities available for sale

(2,205,019)  

 

(1,001,111)  

 Net increase in loans

(45,833,141)  

 

(10,369,347)  

 Proceeds from sale of foreclosed assets

569,321   

 

243,500   

 Proceeds from sale of premises and equipment

343,120   

 

-   

 Purchase of premises and equipment

(2,843,681)  

 

(1,812,688)  

 Purchase of Federal Reserve Bank stock

-   

 

-   

 Proceeds from sale of Federal Reserve Bank

-   

 

315,386   

 Purchase of Federal Home Loan Bank stock

(605,920)  

 

(303,411)  

 Purchase of bank owned life insurance

-   

 

(1,420,000)  

Net cash used by investing activities

(47,769,773)  

 

(13,112,451)  

 

 

 

 

Cash flows from financing activities

 

 

 

 Net increase in deposits

36,414,013   

 

1,872,012   

 Short-term borrowings, net

9,200,000   

 

9,633,600   

 Contributed capital

300,000   

 

-   

 Dividends paid

(318,000)  

 

(64,210)  

 Proceeds from issuance of common stock

-   

 

2,734,815   

Net cash provided by financing activities

45,596,013   

 

14,176,217   



STONE BANK

STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2016 AND 2015


 

 

 

 

Net increase in cash and cash equivalents

4,401,465   

 

2,398,172   

 

 

 

 

Cash and cash equivalents at beginning of year

3,514,644   

 

1,116,472   

 

 

 

 

Cash and cash equivalents at end of year

$ 7,916,109   

 

$ 3,514,644   



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Note 1)Summary of significant accounting policies: 

 

Nature of operations - 

 

Stone Bank (the Bank) provides traditional commercial and retail banking services primarily to its principal markets of Stone and Jefferson counties in Arkansas.  On August 4, 2015, the Bank's conversation from a federal to a state charter was approved by the Bank's regulator as well as its name change from Ozark Heritage Bank, N.A. to Stone Bank.  The Bank is headquartered in Mountain View, Arkansas.  The accounting and reporting policies of the Bank and the methods of applying those policies that materially affect the accompanying financial statements conform with accounting principles generally accepted in the United States and with general financial services industry practices.  The Bank is subject to competition from other financial institutions and is also subject to the regulations of certain government agencies and undergoes periodic examinations by those regulatory authorities.

 

Use of estimates - 

 

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the statement of financial condition and reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

 

The determination of the adequacy of the allowance for loan losses and the valuation of foreclosed assets held for sale is based on estimates that are particularly susceptible to significant changes in the economic environment and market conditions.  In connection with the determination of the estimated losses on such assets, management obtains independent appraisals for significant collateral.

 

The Bank's loans are generally secured by specific items of collateral including real property, consumer assets, and business assets.  Although the Bank has a diversified loan portfolio, a substantial portion of its debtors' ability to honor their contracts is dependent on local economic conditions.

 

While management uses available information to recognize losses on loans and foreclosed assets held for sale, further reductions in the carrying amounts of such assets may be necessary based on changes in local economic conditions.  In addition, regulatory agencies, as an integral part of their examination process, periodically review the estimated losses on such assets.  Such agencies may require the Bank to recognize additional losses based on their judgments about information available to them at the time of their examination.  Because of these factors, it is reasonably possible that the estimated losses on such assets may change materially in the near term.  However, the amount of the change that is reasonably possible cannot be estimated.

 

Revenue recognition - 

 

The largest source of revenue for the Bank is interest income.  Interest income is recognized on an accrual basis driven by nondiscretionary formulas based on written contracts, such as loan agreements or securities contracts.  Credit-related fees, including letter of credit fees, are recognized in other income when earned.  Other types of noninterest revenues, such as service charges on deposit accounts, loan servicing fees, and premiums recognized on the sale of Farm Service Agency guaranteed loans, are accrued and recognized as income when services are provided and the amount of fees earned is reasonably determinable.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Interest rate risk - 

 

The Bank's asset base is exposed to risks including changes in interest rates and changes in the timing of cash flows.  Management monitors the effect of such risks by considering the mismatch of the maturities of its assets and liabilities in the current interest rate environment and the sensitivity of assets and liabilities to changes in interest rates.  Management has considered the effect of significant increases and decreases in interest rates and believes such changes, if they occurred, would be manageable and would not affect the ability of the Bank to hold its assets until maturity.

 

Significant concentrations of credit risk - 

 

The majority of the Bank's activities are with customers located within and around Stone and Jefferson counties in Arkansas.  Note 3 describes the types of investment securities in which the Bank invests.  Note 4 discusses the types of lending in which the Bank engages.  The Bank's loan portfolio has concentrations in poultry and agricultural loans.

 

Cash and cash flows - 

 

For the purpose of presentation in the statements of cash flows, cash and cash equivalents is defined as those amounts included in the statements of financial condition captions "Cash and due from banks" and "Federal funds sold."

 

Cash flows from loans, either originated or acquired, are classified at that time according to management's original intent to either sell or hold the loan for the foreseeable future.  When management's intent is to sell the loan, the cash flows of that loan are presented as operating cash flow.  When management's intent is to hold the loan for the foreseeable future, the cash flows of that loan are presented as investing cash flows.

 

Advertising and marketing cost -

 

Advertising and marketing costs are expensed as incurred.  Total advertising and marketing cost is disclosed in the statements of income.

 

Securities available for sale -  

 

The Bank determines the classification of securities at the time of purchase.  If the Bank does not intend to hold the securities to maturity, they are classified as available for sale and carried at estimated fair value with unrealized gains or losses reported as a separate component of stockholder's equity in other comprehensive income (loss).  Securities available for sale are a part of the Bank's asset/liability management strategy and may be sold in response to changes in interest rates, prepayment risk or other market factors.

 

Interest income on securities is recognized in interest income on an accrual basis.  Premiums and discounts on debt securities are amortized as an adjustment to interest income over the period to maturity of the related security using the effective interest method.  Realized gains or losses on the sale of securities are determined using the specific identification method.

 

The Bank reviews investment securities for impairment on a quarterly basis or more frequently if events and circumstances warrant.  In order to determine if a decline in fair value below amortized cost represents other-than-temporary impairment (OTTI), management considers several factors, including but not limited to, the length of time and extent to which the fair value has been less than the amortized cost basis, the financial condition and near-term prospects of the issuer (considering factors such as adverse conditions specific to the issuer and the security and ratings agency actions) and the Bank's intent and ability to retain the investment in order to allow for an anticipated recovery in fair value.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


The Bank recognizes OTTI of a security for which there has been a decline in fair value below amortized cost if (i) management intends to sell the security, (ii) it is more likely than not that the Bank will be required to sell the security before recovery of its amortized cost basis, or (iii) the Bank does not expect to recover the entire amortized cost basis of the security. The amount by which amortized cost exceeds the fair value of a security that is considered to have OTTI is separated into a component representing the credit loss, which is recognized in earnings, and a component related to all other factors, which is recognized in other comprehensive income (loss).  The measurement of the credit loss component is equal to the difference between the security's amortized cost basis and the present value of its expected future cash flows discounted at the security's effective yield.  If the Bank intends to sell the security, or if it is more likely than not it will be required to sell the security before recovery, an OTTI write-down is recognized in earnings equal to the entire difference between the amortized cost basis and fair value of the security.

 

Net loans receivable - 

 

The Bank grants mortgage, commercial and consumer loans to customers.  A substantial portion of the loan portfolio is represented by loans in and around Stone and Jefferson counties in Arkansas.  The ability of the Bank's debtors to honor their contracts is dependent upon the real estate and general economic conditions in these areas.

 

Loans receivable that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at their outstanding principal balance adjusted for any charge-offs, allowances for loan losses, deferred fees or costs on originated loans and unamortized premiums or discounts on purchased loans.  Interest income is accrued on the unpaid principal balance, except for a loan classified as nonaccrual.

 

Generally accepted accounting principles require loan origination fees and certain direct loan origination costs to be capitalized and recognized as an adjustment to the yield of the related loan.  Such fees and costs are deferred when appropriate.  Deferred loan fees, net of deferred costs, are amortized to income over the life of such loans, using the interest method.  Such fees and costs are included in the Bank's financial statements as part of net loans receivable.

 

Nonaccrual loans -

 

The Bank classifies loans as past due when the payment of principal or interest is greater than 30 days delinquent based on the contractual next payment due date,  The Bank's policies related to when loans are placed on nonaccrual status conform to guidelines prescribed by regulatory authorities.  Loans are placed on nonaccrual status when it is probable that principal or interest is not fully collectible, or generally when principal or interest becomes 90 days past due, whichever occurs first.  When loans are placed on nonaccrual status, interest receivable is reversed against interest income in the current period and the amortization of any discount ceases.  Interest payments received thereafter are applied as a reduction to the remaining principal balance unless management believes that the ultimate collection of the principal is likely, in which case payments are recognized in earnings on a cash basis.  Loans are removed from nonaccrual status when they become current as to both principal and interest and the collectability of principal and interest is no longer doubtful.  Generally, a nonaccrual loan remains on nonaccrual status for a period of six months to demonstrate the borrower can consistently meet the repayment terms.

 

Impaired loans - 

 

A loan is considered impaired when, based on current information and events, it is probable that the Bank will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement.  Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due.  Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired.  Management determines the significance of payment delays



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length of the delay, the reasons for the delay, the borrower's prior payment record, and the amount of the shortfall in relation to the principal and interest owed.  Impairment is measured on a loan-by-loan basis by either the present value of expected future cash flows discounted at the loan's effective interest rate, the loan's obtainable market price, or the fair value of the collateral if the loan is collateral dependent.

 

Troubled debt restructurings -

 

In certain situations due to economic or legal reasons related to a borrower's financial difficulties, the Bank may grant a concession to a borrower for other than an insignificant period of time that the Bank would not otherwise consider.  At that time, the related loan is classified as a troubled debt restructuring (TDR) and considered impaired.  The concessions granted may include rate reductions, principal forgiveness, payment forbearance, extensions of maturity at rates of interest below those commensurate with the risk profile of the borrower, and other actions intended to minimize economic loss.  

 

Troubled debt restructurings - (continued)

 

A troubled debt restructured loan is generally placed on nonaccrual status at the time of the modification unless the borrower has no history of missed payments for six months prior to the restructuring.  If the borrower performs pursuant to the modified loan terms for at least six months and the remaining loan balance is considered collectible, the loan is returned to accrual status.

 

Allowance for loan losses -

 

The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charged to earnings.  Loan losses are charged against the allowance when management believes a loan balance is uncollectable.  Subsequent recoveries, if any, are credited to the allowance for loan losses.  The allowance for loan losses is evaluated on a regular basis by management and is based upon management's periodic review of the collectability of loans in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower's ability to repay, estimated value of any underlying collateral and prevailing economic conditions.  This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available.

 

The allowance is maintained at a level considered adequate to provide for potential loan losses related to specifically identified loans as well as probable credit losses inherent in the remainder of the loan portfolio as of year end.  This estimate is based on management's evaluation of the loan portfolio, as well as on prevailing and anticipated economic conditions and historical losses by loan category.  General reserves have been established, based upon the aforementioned factors and allocated to the individual loan categories.  Allowances are accrued on specific loans evaluated for impairment for which the basis of each loan, including accrued interest, exceeds the discounted amount of expected future collections of interest and principal or, alternatively, the fair value of loan collateral.  The unallocated reserve generally serves to compensate for the uncertainty in estimating loan losses, including the possibility of changes in risk ratings and specific reserve allocations in the loan portfolio as a result of the Bank's ongoing risk management system.

 

Large groups of smaller balance homogeneous loans are collectively evaluated in the allowance for loan losses.  Accordingly, the Bank does not separately identify individual consumer and residential loans for impairment disclosures, unless such loans are the subject of a restructuring agreement.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Premises and equipment -

 

Land is carried at cost.  Buildings and equipment are carried at cost, less accumulated depreciation.  Depreciation is provided for primarily by the straight-line method for financial reporting while accelerated methods are used in the determination of taxable income.  Maintenance and repairs are expensed as incurred while major additions and improvements are capitalized.  Gains and losses on dispositions are included in current operations.  Estimated useful lives are as follows:

 

 

Years

 

 

Buildings and improvements

7 - 40

Furniture and equipment

3 - 10

 

Bank owned life insurance (BOLI) -

 

BOLI consists of life insurance policies purchased by the Bank on qualifying officers with the Bank designated as the owner and beneficiary of the policies.  BOLI is carried at the policy's realizable cash surrender value with changes in cash surrender value and death benefits received in excess of cash surrender values reported in other income and policy fees reported in other expense.  The net change in the realized cash surrender value and policy fees for the years ended December 31, 2016 and 2015, was $48,468 and $17,493, respectively.  

 

Foreclosed assets held for sale -

 

Real estate and repossessed personal properties acquired through or in lieu of loan foreclosure are initially recorded at the lesser of current principal investment or fair value less estimated costs to sell at the date of foreclosure or repossession.  When such assets are acquired, any shortfall between the loan carrying value and the estimated fair value of the underlying collateral less disposition costs is recorded as an adjustment to the allowance for loan losses.  Valuations of these assets are periodically reviewed by management with the carrying value of such assets adjusted to the estimated fair value net of estimated selling costs, if lower, until disposition.  Gains and losses from the sale of foreclosed assets, repossessions and other real estate are recorded in other income, and expenses used to maintain the properties are included in other expense.

 

Intangible assets -   

 

Intangible assets include goodwill, which is the excess of cost over the fair value of net assets of acquired businesses, and other identifiable intangibles.  Other identifiable intangible assets include core deposit intangible assets, which are related to the value of acquired indeterminate-maturity deposits.  The core deposit intangible is amortized on a straight-line basis over seven years, which is the anticipated period of benefit for those deposits.  The Bank assesses its intangible asset's qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more-likely-than-not that the fair value of the indefinite-lived intangible asset is less than its carrying amount.  If, after assessing all events and circumstances, the Bank determines it is not more-likely-than-not that the fair value of the intangible asset is less than its carrying amount, then performing the two-step impairment test is unnecessary.  However, if the Bank concludes otherwise, then the Bank performs the first step of the two-step impairment test by calculating the fair value of the intangible asset and comparing the fair value with the carrying amount.

 

Identifiable intangible assets other than goodwill are reviewed at least annually for events or circumstances that could impact the recoverability of the intangible assets.  These events could include loss of core deposits, increased competition or adverse changes in the economy.  To the extent that these identifiable intangible assets are deemed unrecoverable, impairment losses are recorded in other noninterest expenses to reduce the carrying amount.  Management noted no indicators of impairment for the core deposit intangible asset during for the years ended December 31, 2016 and 2015.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


The Bank's goodwill is reviewed for impairment on an annual basis, or more often if events or circumstances indicate that there may be impairment.  Adverse changes in the economic environment, declining operations, or other factors could result in a decline in the implied fair value of goodwill.  There were no indicators of impairment of goodwill during 2016 and 2015.

 

Income taxes -

 

Income taxes are provided for the tax effects of the transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related primarily to differences between the bases of the allowance for loan losses, accumulated depreciation, and tax cash basis accounting (See Note 12).  Deferred tax assets and liabilities represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled.  Deferred tax assets and liabilities are reflected at income tax rates applicable to the period in which the deferred tax assets or liabilities are expected to be realized or settled.  As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes.

 

Uncertain tax positions are recognized if it is more-likely-than-not, based on technical merits, that the tax position will be realized or sustained upon examination.  The term "more-likely-than-not" means the likelihood of more than fifty percent; the term ''upon examination'' also includes resolution of the related appeals or litigation processes, if any.  A tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that has a greater than fifty percent likelihood of being realized upon settlement with a taxing authority that has full knowledge of all relevant information.  The determination of whether or not a tax position has met the more-likely-than-not recognition threshold considers the facts, circumstances and information available at the reporting date and is subject to management's judgment.

 

Off balance sheet financial instruments -

 

In the ordinary course of business, the Bank has entered into commitments to extend credit, commercial letters of credit, and standby letters of credit.  Such financial instruments are recorded in the financial statements when they are funded.

 

Reclassifications -

 

Certain reclassifications have been made to the prior period to conform to current presentation.

 

Recent accounting pronouncements -

 

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers.  ASU 2014-09 provides guidance that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services.  ASU 2014-09 is effective for annual and interim periods beginning after December 15, 2016.  In August 2015, FASB issued ASU 2015-14, Revenue from Contracts with Customers.  ASU 2015-14 deferred the effective date of ASU 2014-09 to annual periods beginning after December 15, 2018.  The Bank is currently evaluating the impact, if any, ASU 2014-09 will have on its statement of financial condition, results of operations, and its financial statement disclosures.

 

In January 2016, FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities.  ASU 2016-01 revises the accounting for the classification and measurement of investments in equity securities and revises the presentation of certain fair value changes for financial liabilities measured at fair value.  For equity securities, the guidance



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


in ASU 2016-01 requires equity investments be measured at fair value with changes in fair value recognized in net income.  For financial liabilities that are measured at fair value in accordance with the fair value option, the guidance requires presenting, in other comprehensive income, the change in fair value that relates to a change in instrument-specific credit risk.  ASU 2016-01 also eliminates the disclosure assumptions used to estimate fair value for financial instruments measured at amortized cost and requires disclosure of an exit price notion in determining the fair value of financial instruments measured at amortized cost.  ASU 2016-01 is effective for annual and interim periods beginning after December 15, 2017.  The Bank is currently evaluating the impact ASU 2016-01 will have on its statement of financial condition, results of operations, and its financial statement disclosures.

 

In February 2016, FASB issued ASU 2016-02, Leases (Topic 842).  ASU 2016-02 requires lessees to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases with terms of more than twelve months.  Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease.  ASU 2016-02 will require both types of leases to be recognized on the statement of financial condition.  The right-of-use asset and related lease liability will be initially measured at the present value of the remaining lease payments; however, if the original term of the lease is less than twelve months and the lease does not contain a purchase option that is reasonably certain to be exercised, a lessee may account for the lease as an operating lease under ASC 840.  ASU 2016-02 also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases.  These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements.  ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted.  The Bank is currently evaluating the impact ASU 2016-02 will have on its statement of financial condition, results of operations, and its financial statement disclosures.

 

Recent accounting pronouncements - (continued)

 

In June 2016, FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.  ASU 2016-13 improves financial reporting by requiring timelier recording of credit losses on loans and other financial instruments held by the Bank.  The new guidance replaces the current incurred loss model that is utilized in estimating the allowance for loan and lease losses with a model that requires management to estimate all contractual cash flows that are not expected to be collected over the life of the loan based on historical experience, current conditions, and reasonable and supportable forecasts.  Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses.  The Bank will continue to use judgment to determine which loss estimation method is appropriate for their circumstances.  This revised model is what FASB describes as the current expected credit loss (CECL) model and FASB believes the CECL model will result in more timely recognition of credit losses since the CECL model incorporates expected credit losses versus incurred credit losses.  The scope of ASU 2016-13 includes loans, including purchased loans with credit deterioration, available-for-sale debt instruments, lease receivables, loan commitments and financial guarantees that are not accounted for at fair value.  ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted for annual and interim periods beginning after December 15, 2018.  The Bank is currently evaluating the impact ASU 2016-13 will have on its statement of financial condition, results of operations, and its financial statement disclosures.  

 

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), which FASB believes will clarify guidance on how certain transactions are classified within the statement of cash flows.  The standard addresses a number of cash flow presentation items including: debt prepayment and extinguishment, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, corporate owned life insurance policies and BOLI policies, distributions received from equity method investees, classification of beneficial interest received in a securitization transaction and cash receipts from beneficial interest in securitized trade receivables and separately identifiable cash flows and application of the predominance principle.  ASU 2016-15 is effective for annual and interim periods beginning after



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


December 15, 2017, with early adoption permitted.   Since ASU 2016-15 applies to the classification of cash flows, no impact is anticipated on the Bank's statement of financial condition or results of operations; however, the Bank is currently evaluating the impact on its statement of cash flows and its financial statement disclosures.

 

Presently, the Bank is not aware of any other changes to the Accounting Standards Codification that will have a material impact on the Bank's present or future financial position or results of operations.

 

 

Note 2)Statements of cash flows: 

 

Supplemental disclosure of cash flow information is as follows:

 

 

2016

 

2015

 

 

 

 

Cash paid for

 

 

 

 Interest on deposits and borrowed funds

$ 1,197,898   

 

$ 913,052   

 Income taxes

1,300,000   

 

1,211,000   

 

 

 

 

Noncash investing activities

 

 

 

 Property acquired in settlement of loans

759,560   

 

469,748   

 Loans made to facilitate the sale of foreclosed assets

286,000   

 

151,786   

 

 

Note 3)Securities available for sale: 

 

The amortized cost and estimated fair value of securities, with gross unrealized gains and losses as of December 31, 2016 and 2015, is presented below.

 

 

 

 

Gross

 

Gross

 

Estimated

 

Amortized

 

Unrealized

 

Unrealized

 

Fair

 

Cost

 

Gains

 

Losses

 

Value

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed and collateralized

 

 

 

 

 

 

 

mortgage obligations

$ 4,557,745   

 

$ 3,253   

 

$ (121,182)  

 

$ 4,439,816   

State and municipal bonds

2,597,518   

 

3,948   

 

(150,334)  

 

2,451,132   

 

 

 

 

 

 

 

 

 

$ 7,155,263   

 

$ 7,201   

 

$ (271,516)  

 

$ 6,890,948   

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed and collateralized

 

 

 

 

 

 

 

mortgage obligations

$ 7,240,889   

 

$ 7,610   

 

$ (110,139)  

 

$ 7,138,360   

State and municipal bonds

513,431   

 

8,012   

 

-   

 

521,443   

 

 

 

 

 

 

 

 

 

$ 7,754,320   

 

$ 15,622   

 

$ (110,139)  

 

$ 7,659,803   

 

 

 

 

 

 

 

 

There were no securities pledged at December 31, 2016, to secure public deposits and for other purposes required or permitted by law.  Securities at December 31, 2015, carried at $2,820,569 were pledged.  For the years ended      December 31, 2016 and 2015, proceeds from sales, paydowns, maturities, and calls of securities totaled $2,805,547 and $1,235,220, respectively.  There were no realized gains or losses during the year ended December 31, 2015.  There were $30,263 in gains



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


and no realized losses during the year ended December 31, 2016.

 

Information pertaining to securities available for sale with gross unrealized losses at December 31, 2016 and 2015, aggregated by investment category and length of time securities have been in a continuous loss position, follows:

 

 

Less than Twelve Months

 

More than Twelve Months

 

Gross

 

Estimated

 

Gross

 

Estimated

 

Unrealized

 

Fair

 

Unrealized

 

Fair

 

Losses

 

Value

 

Losses

 

Value

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed and collateralized

 

 

 

 

 

 

 

mortgage obligations

$ 53,098   

 

$ 3,162,162   

 

$ 68,084   

 

$ 1,148,710   

State and municipal bonds

150,334   

 

2,228,661   

 

-   

 

-   

 

 

 

 

 

 

 

 

 

$ 203,432   

 

$ 5,390,823   

 

$ 68,084   

 

$ 1,148,710   

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed and collateralized

 

 

 

 

 

 

 

mortgage obligations

$ 29,580   

 

$ 1,942,113   

 

$ 80,559   

 

$ 3,262,224   

State and municipal bonds

-   

 

-   

 

-   

 

-   

 

 

 

 

 

 

 

 

 

$ 29,580   

 

$ 1,942,113   

 

$ 80,559   

 

$ 3,262,224   

 

In evaluating the Bank's unrealized loss positions for OTTI, management considers the credit quality of the issuer, the nature and cause of the unrealized loss and the severity and duration of the impairments.  At December 31, 2016 and 2015, management determined the unrealized losses were the result of fluctuations in interest rates and did not reflect deteriorations of the credit quality of the investments.  Accordingly, management believes that its unrealized losses on securities are temporary, and the Bank has both the ability and intent to hold these investments until maturity or until such time as fair value recovers above amortized cost.

 

The amortized cost and estimated fair value of securities available for sale by contractual maturity at December 31, 2016, are as follows:

 

Amortized

 

Estimated

 

Cost

 

Fair Value

 

 

 

 

Due from one to five years

$ 2,566,349   

 

$ 2,474,637   

Due from six to nine years

2,166,396   

 

2,136,574   

Due after ten years

2,422,518   

 

2,279,737   

 

 

 

 

 

$ 7,155,263   

 

$ 6,890,948   

 

Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Note 4)Net loans receivable: 

 

Net loans receivable consist of the following at December 31, 2016 and 2015:

 

 

2016

 

2015

 

 

 

 

Individual and commercial real estate

$ 79,749,611   

 

$ 33,967,725   

Commercial and agriculture

34,456,023   

 

33,504,449   

Consumer and other

4,624,158   

 

7,184,545   

 

118,829,792   

 

74,656,719   

Allowance for loan losses

(1,701,591)  

 

(1,265,426)  

 

 

 

 

 

$ 117,128,201   

 

$ 73,391,293   

 

 

Overdraft demand deposit accounts totaling $41,127 and $21,100 were included in consumer and other loans at      December 31, 2016 and 2015, respectively.  Net unamortized deferred loan origination costs included in net loans receivable were $743,692 and $275,732 at December 31, 2016 and 2015, respectively.  Loans serviced for various investors which are not reflected in the accompanying statements of financial condition were $109,290,793 and $60,193,349 at December 31, 2016 and 2015, respectively.  These amounts result from the sale of originated loans by the Bank.

 

Loan origination/risk management - The Bank seeks to manage its credit risk by diversifying its loan portfolio, determining that borrowers have adequate sources of cash flow for loan repayment without liquidation of collateral; obtaining and monitoring collateral; and providing an adequate allowance for loan losses by regularly reviewing loans through the internal loan review process.  The Bank seeks to use diversification within the loan portfolio to reduce its credit risk, thereby minimizing the adverse impact on the portfolio if weaknesses develop in either the economy or a particular segment of borrowers.  Collateral requirements are based on credit assessments of borrowers and may be used to recover the debt in case of default.  Historical loss rates consist of a twelve-quarter historical loss average with a heavier weight assigned on the most four recent quarters.

 

Individual and commercial real estate - The real estate loan portfolio consists of construction loans, single family residential loans and commercial loans.  Construction and development loans and commercial real estate (CRE) loans can be particularly sensitive to valuation of real estate.  Commercial real estate cycles are inevitable.  The long planning and production process for new properties and rapid shifts in business conditions and employment create an inherent tension between supply and demand for commercial properties.  While general economic trends often move individual markets in the same direction over time, the timing and magnitude of changes are determined by other forces unique to each market.  CRE cycles tend to be local in nature and longer than other credit cycles.  Factors influencing the CRE market are traditionally different from those affecting residential real estate markets; thereby making predictions for one market based on the other difficult.  Additionally, submarkets such as office, industrial, apartment, retail and hotel - also experience different cycles, providing an opportunity to lower the overall risk through diversification across types of CRE loans.  Management realizes that local demand and supply conditions will also mean that different geographic areas will experience cycles of different amplitude and length.  The Bank monitors these loans closely and has no significant concentrations in its real estate loan portfolio.

 

Commercial and agriculture - The commercial and agriculture loan portfolios include loans to commercial and agriculture customers for use in normal business or to finance working capital needs, equipment purchases or other expansion projects. Collection risk in this portfolio is driven by the creditworthiness of the underlying borrowers, particularly cash flow from customers' business and farming operations.  The Bank continues its efforts to keep loan terms short, reducing the negative impact of upward movement in interest rates.  Term loans are generally set up with a one or three year balloon.  It is standard



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


practice to require personal guaranties on all commercial and agriculture loans, particularly as they relate to closely-held or limited liability entities.

 

Consumer and other loans - The consumer loan portfolio consists of auto and other consumer loans.  Auto and other consumer loans include direct and indirect installment loans and overdrafts.  Loans in this portfolio segment are sensitive to unemployment and other key consumer economic measures.

 

Nonaccrual loans at December 31, 2016 and 2015, segregated by class of loans, are as follows:

 

 

2016

 

2015

 

 

 

 

Individual and commercial real estate

$ 1,315,164   

 

$ 398,134   

Commercial and agriculture

1,068,083   

 

316,785   

Consumer and other

-   

 

34,565   

 

 

 

 

Total nonaccrual loans

$ 2,383,247   

 

$ 749,484   

 

An aged analysis of past due loans at December 31, 2016 and 2015, segregated by class of loans, is as follows:

 

 

 

90 Days

 

 

 

 

 

 

 

90 Days

 

30-89 Days

 

or More

 

Total

 

 

 

Total

 

Past Due &

 

Past Due

 

Past Due

 

Past Due

 

Current

 

Loans

 

Accruing

 

 

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individual and

 

 

 

 

 

 

 

 

 

 

 

commercial real estate

$ 572,782   

 

$ 841,185   

 

$ 1,413,967   

 

$ 78,335,644   

 

$ 79,749,611   

 

$ 86,332   

Commercial and

 

 

 

 

 

 

 

 

 

 

 

agriculture

1,437,732   

 

1,066,795   

 

2,504,527   

 

31,951,496   

 

34,456,023   

 

23,254   

Consumer and other

68,255   

 

-   

 

68,255   

 

4,555,903   

 

4,624,158   

 

-   

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 2,078,769   

 

$ 1,907,980   

 

$ 3,986,749   

 

$ 114,843,043   

 

$ 118,829,792   

 

$ 109,586   

 

 

 

 

 

90 Days

 

 

 

 

 

 

 

90 Days

 

30-89 Days

 

or More

 

Total

 

 

 

Total

 

Past Due &

 

Past Due

 

Past Due

 

Past Due

 

Current

 

Loans

 

Accruing

 

 

 

 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individual and

 

 

 

 

 

 

 

 

 

 

 

commercial real estate

$ 1,345,920   

 

$ 4,534   

 

$ 1,350,454   

 

$ 32,617,271   

 

$ 33,967,725   

 

$ -   

Commercial and

 

 

 

 

 

 

 

 

 

 

 

agriculture

36,117   

 

657,518   

 

693,635   

 

32,810,814   

 

33,504,449   

 

502,430   

Consumer and other

245,354   

 

-   

 

245,354   

 

6,939,191   

 

7,184,545   

 

-   

 

 

 

 

 

 

 

 

 

 

 

 

 

$ 1,627,391   

 

$ 662,052   

 

$ 2,289,443   

 

$ 72,367,276   

 

$ 74,656,719   

 

$ 502,430   

 

Impaired loans, segregated by class of loans, at December 31, 2016 and 2015, are as follows:

 

 

Unpaid

 

Recorded

 

Recorded

 

 

 

 

 

Contractual

 

Investment

 

Investment

 

Total

 

 

 

Principal

 

With No

 

With

 

Recorded

 

Related

 

Balance

 

Allowance

 

Allowance

 

Investment

 

Allowance

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individual and commercial real estate

$ 3,571,155   

 

$ 1,185,555   

 

$ 164,039   

 

$ 1,349,594   

 

$ 12,755   

Commercial and agriculture

1,223,461   

 

805,761   

 

130,735   

 

936,496   

 

35,852   

Consumer and other

-   

 

-   

 

-   

 

-   

 

-   

 

 

 

 

 

 

 

 

 

 

 

$ 4,794,616   

 

$ 1,991,316   

 

$ 294,774   

 

$ 2,286,090   

 

$ 48,607   

 

 

 

 

 

 

 

 

 

 



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Individual and commercial real estate

$ 620,816   

 

$ 303,389   

 

$ 90,210   

 

$ 393,599   

 

$ 11,410   

Commercial and agriculture

316,784   

 

-   

 

316,784   

 

316,784   

 

44,052   

Consumer and other

24,231   

 

24,231   

 

-   

 

24,231   

 

-   

 

 

 

 

 

 

 

 

 

 

 

$ 961,831   

 

$ 327,620   

 

$ 406,994   

 

$ 734,614   

 

$ 55,462   

 

Specific allocations are applied when quantifiable factors are present requiring a greater allocation than that established by the Bank based on its analysis of historical losses for each loan category. Impairment is evaluated in total for smaller-balance loans of a similar nature and on an individual loan basis for other loans. Impaired loans, or portions thereof, are charged-off when deemed uncollectible.

 

There was no interest income recognized on average impaired loans of $941,871 for the year ended December 31, 2015.  Interest income of $71,484 was recognized on average impaired loans of $1,510,352 for the year ended December 31, 2016.  Interest income recognized on a cash basis on impaired loans was not materially different.  No additional funds are committed to be advanced in connection with impaired loans.

 

TDRs occur when a borrower is experiencing, or is expected to experience, financial difficulties in the near-term and, consequently, a modification that would otherwise not be considered is granted to the borrower.  TDRs at December 31, 2016 and 2015, were $2,023,637 and $1,851,786, respectively.  

 

The following table presents TDRs by class entered into during the years ending December 31, 2016 and 2015, respectively:

 

 

 

 

Pre-Modification

 

Post-Modification

 

 

 

Outstanding

 

Outstanding

 

Number

 

Recorded

 

Recorded

 

of Contracts

 

Investment

 

Investment

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

Individual and commercial real estate

                     1

 

$ 4,739   

 

$ 4,739   

Commercial and agriculture

                     2

 

527,333   

 

527,333   

Consumer and other

                     2

 

2,711   

 

2,711   

 

                     5

 

$ 534,783   

 

$ 534,783   

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

Individual and commercial real estate

                     5

 

$ 649,180   

 

$ 649,180   

Commercial and agriculture

                     3

 

517,235   

 

517,235   

Consumer and other

                     1

 

25,275   

 

25,275   

 

                     9

 

$ 1,191,690   

 

$ 1,191,690   

 

The Bank had $1,235,351 and $1,046,908 of accruing TDRs at December 31, 2016 and 2015, respectively.  Nonaccrual TDRs were $788,286 and $804,878 at December 31, 2016 and 2015, respectively.  There was $34,900 related to allowance for loan losses included in the reserves related to TDRs at December 31, 2016.  There was no related allowance for loan losses included in the reserves related to TDRs at December 31, 2015.  There were $405,676 in payment defaults or charge-offs reported for TDRs during the year ended December 31, 2016.  There were no payment defaults or charge-offs reported for TDRs during the year ended December 31, 2015.  The Bank has no commitments to lend any additional amounts to customers with outstanding loans that are classified as TDRs.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


The terms of certain other loans were modified during the years ended December 31, 2016 and 2015, that did not meet the definition of a TDR.  The modification of these loans involved either a modification of the terms of a loan to borrowers who were not experiencing financial difficulties or a modification in which the delay in payment was not considered to be significant.  In order to determine whether a borrower is experiencing difficulty, an evaluation is performed of the probability that the borrower would be in payment default on any of its debt in the foreseeable future without the modification.  This evaluation is performed by the Bank in accordance with its loan policy.

 

Charge-offs net of recoveries for the years ended December 31, 2016 and 2015, segregated by class of loans, are as follows:

 

 

2016

 

2015

 

 

 

 

Individual and commercial real estate

$ (324,951)  

 

$ (363,860)  

Commercial and agriculture

(147,278)  

 

(137,019)  

Consumer and other

(36,606)  

 

(27,397)  

 

 

 

 

 

$ (508,835)  

 

$ (528,276)  

 

Loans identified as losses by management, internal loan review and/or bank examiners are charged off.

 

Credit quality indicators - As part of the on-going monitoring of the credit quality of the Bank's loan portfolio, management tracks certain credit quality indicators including trends related to (i) the risk rating of loans, (ii) the level of classified loans, (iii) net charge-offs, (iv) non-performing loans (see details above) and (v) the general economic conditions in Arkansas. 

 

The Bank assigns a risk rating classification from 1 to 8 to each individual loan or lending relationship.  A general description of the characteristics of the 8 risk ratings is as follows:

 

Risk rating 1 - Excellent - Loans in this category are to persons or entities of unquestioned financial strength, a highly liquid financial position, with collateral that is liquid and well managed.  These borrowers have performed without question on past obligations, and the Bank expects their performance to continue.  Internally generated cash flow covers current maturities of long-term debt by a substantial margin.  Loans secured by Bank certificates of deposit and savings accounts, with appropriate holds placed on the accounts, are to be rated in this category. 

Risk rating 2 - Good - These are loans to persons or entities with strong financial condition and above average liquidity who have previously satisfactorily handled their obligations with the Bank.   Collateral securing the Bank's debt has a LTV consistent with these policy guidelines.  Internally generated cash flow covers current maturities of long-term debt more than adequately. 

Risk rating 3 - Pass - Loans to persons or entities with an average financial condition, adequate collateral margins, adequate cash flow to service long-term debt, and net worth comprised mainly of fixed assets are included in this category.  These entities are minimally profitable now, with projections indicating continued profitability into the foreseeable future.  Closely held corporations or businesses where a majority of the profits are withdrawn by the owners or paid in dividends are included in this category.  Unsecured loans to individuals supported by strong financial statements and on which repayment is satisfactory also may be included in this classification.  Overall, these loans are basically sound. 

Risk rating 4 - Watch - These loans are characterized by borrowers who have marginal cash flow, marginal profitability, or have experienced an unprofitable year and a declining financial condition.  The borrower has in the past satisfactorily handled debts with the Bank, but in recent months has either been late, delinquent in making payments, or made sporadic payments.  While the Bank continues to be adequately secured, margins have decreased or are decreasing, despite the borrower's continued satisfactory condition.  Other characteristics of borrowers in this class include inadequate credit information, weakness of financial statement and repayment capacity, but with collateral that appears to limit exposure.  This classification includes loans to established  



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


borrowers that are reasonable margined by collateral, but where potential for improvement in financial capacity appears limited.

Risks rating 5 - Special Mention - Loans in this category have potential weaknesses that deserve management's close attention.  If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution's credit position at some future date.  Special mentions assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification.   

Risk rating 6 - Substandard - A loan classified as substandard is inadequately protected by the current sound worth and paying capacity of the borrower or the collateral pledged, if any.  Assets so classified must have a well-defined weakness, or weaknesses, that jeopardize the liquidation of the debt.  They are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. 

Risk rating 7 - Doubtful - A loan classified as doubtful has all the weaknesses inherent in a loan classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.  These are poor quality loans in which neither the collateral, if any, nor the financial condition of the borrower presently ensure collectability in full in a reasonable period of time; in fact, there is permanent impairment in the collateral securing the loan.   

Risk rating 8 - Loss - Loans classified as loss are considered uncollectible and of such little value that their continuance as bankable assets is not warranted.  Assets classified as loss should be charged-off in the period in which they became uncollectible. 

 

Classified loans for the Bank include loans in risk ratings 6, 7 and 8. Loans may be classified, but not considered impaired, due to one of the following reasons: (1) The Bank has established minimum dollar amount thresholds for loan impairment testing, loans rated 6 - 8 that fall under the threshold amount are not individually tested for impairment, (2) of the loans that are above the threshold amount and tested for impairment, after testing, some are considered to not be impaired and are not included in impaired loans.  Total classified loans were $4,625,549 and $3,856,008 as of December 31, 2016 and 2015, respectively.

 

The following table presents a summary of loans by credit risk rating as of December 31, 2016 and 2015, segregated by class of loans.

 

 

Risk Rating 1-5

 

Risk Rating 6

 

Risk Rating 7

 

Risk Rating 8

 

Total

2016

 

 

 

 

 

 

 

 

 

Individual and commercial real estate

$ 77,608,041   

 

$ 2,141,570   

 

$ -   

 

$ -   

 

$ 79,749,611   

Commercial and agriculture

32,017,234   

 

2,438,789   

 

-   

 

-   

 

34,456,023   

Consumer and other

4,578,968   

 

45,190   

 

-   

 

-   

 

4,624,158   

 

 

 

 

 

 

 

 

 

 

 

$ 114,204,243   

 

$ 4,625,549   

 

$ -   

 

$ -   

 

$ 118,829,792   

 

 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

Individual and commercial real estate

$ 31,583,596   

 

$ 2,384,129   

 

$ -   

 

$ -   

 

$ 33,967,725   

Commercial and agriculture

32,299,861   

 

1,204,588   

 

-   

 

-   

 

33,504,449   

Consumer and other

6,917,254   

 

267,291   

 

-   

 

-   

 

7,184,545   

 

 

 

 

 

 

 

 

 

 

 

$ 70,800,711   

 

$ 3,856,008   

 

$ -   

 

$ -   

 

$ 74,656,719   

 

 

Note 5)Allowance for loan losses:   

 

Allowance for loan losses - The allowance for loan losses is a reserve established through a provision for loan losses charged to expense, which represents management's best estimate of probable losses that have been incurred within the existing portfolio of loans.  The allowance, in the judgment of management, is necessary to reserve for estimated loan losses and risks inherent in the loan portfolio.  The Bank's allowance for loan loss methodology includes allowance allocations calculated



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


in accordance with Accounting Standards Codification (ASC) Topic 310, Receivables, and allowance allocations calculated in accordance with ASC Topic 450, Contingencies.  Accordingly, the methodology is based on historical loss experience by type of credit and internal risk grade, specific homogeneous risk pools and specific loss allocations, with adjustments for current events and conditions.  The Bank's process for determining the appropriate level of the allowance for loan losses is designed to account for credit deterioration as it occurs.  The provision for loan losses reflects loan quality trends, including the levels of and trends related to nonaccrual loans, past due loans, potential problem loans, criticized loans and net charge-offs or recoveries, among other factors.  The provision for loan losses also reflects the totality of actions taken on all loans for a particular period.  In other words, the amount of the provision reflects not only the necessary increases in the allowance for loan losses related to newly identified criticized loans, but it also reflects actions taken related to other loans including, among other things, any necessary increases or decreases in required allowances for specific loans or loan pools.

 

The allowance for loan losses is determined quarterly based on management's assessment of several factors such as (1) historical loss experience based on volumes and types, (2) reviews or evaluations of the loan portfolio and allowance for loan losses, (3) trends in volume, maturity and composition, (4) off balance sheet credit risk, (5) volume and trends in delinquencies and nonaccruals, (6) lending policies and procedures including those for loan losses, collections and recoveries, (7) national, state and local economic trends and conditions, (8) concentrations of credit that might affect loss experience across one or more components of the loan portfolio, (9) the experience, ability and depth of lending management and staff and (10) other factors and trends that will affect specific loans and categories of loans.

 

As management evaluates the allowance for loan losses, it is categorized as follows: (1) specific allocations, (2) allocations for classified assets with no specific allocation, (3) general allocations for each major loan category and (4) unallocated portion.

 

Specific allocations are made when factors are present requiring a greater reserve than would be required when using the historical loss and other factor allocation.  As a general rule, if a specific allocation is warranted, it is the result of an analysis of a previously classified credit or relationship.  The Bank's evaluation process in specific allocations includes a review of appraisals or other collateral analysis.  These values are compared to the remaining outstanding principal balance.  If a loss is determined to be reasonably possible, the possible loss is identified as a specific allocation.  If the loan is not collateral dependent, the measurement of loss is based on the expected future cash flows of the loan.

 

Management recognizes that unforeseen risks are inherent in the loan portfolio, and seeks to quantify, to the extent possible, factors that affect both the value and collectability of the asset. Relative to ASC Topic 310, the Bank has identified the following risk factors that have the potential to affect loan quality, and correspondingly, loan recognition.  The factors are identified as (1) lending policies and procedures, (2) economic outlook and business conditions, (3) level and trend in delinquencies, (4) concentrations of credit and (5) external factors and competition.  It is likely that these factors and the allowance methodology will continue to evolve over time.

 

The Bank establishes general allocations for each major loan category.  This section also includes allocations to loans which are collectively evaluated for loss such as one-to-four family owner occupied residential real estate loans and other consumer loans.  The allocations in this section are based on an analysis of historical losses for each loan category.  Management gives consideration to trends, changes in loan mix, delinquencies, prior losses and other related information.

 

Allowance allocations other than specific, classified and general are included in the unallocated portion.  While allocations are made for loans based upon historical loss analysis, the unallocated portion is designed to cover the uncertainty of how current economic conditions and other uncertainties may impact the existing loan portfolio.  Factors to consider include national and state economic conditions such as increases in unemployment, real estate value changes, the volatility in the stock market and the unknown impact of various government initiatives.  The unallocated reserve addresses inherent probable losses not included elsewhere in the allowance for loan losses.  While calculating allocated reserve, the unallocated reserve supports uncertainties within the loan portfolio.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


The following table details activity in the allowance for loan losses by portfolio segment for the years ended December 31, 2016 and 2015.  Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other categories.

 

 

Individual and commercial real estate

 

Commercial and agriculture

 

Consumer and other

 

Unallocated

 

Total

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance January 1

$ 980,779   

 

$ 234,742   

 

$ 23,705   

 

$ 26,200   

 

$ 1,265,426   

 

 

 

 

 

 

 

 

 

 

Provision for loan losses   

592,629   

 

335,722   

 

42,849   

 

(26,200)  

 

945,000   

Recoveries   

36,030   

 

90,356   

 

9,968   

 

-   

 

136,354   

Charge-offs   

(360,981)  

 

(237,634)  

 

(46,574)  

 

-   

 

(645,189)  

 

 

 

 

 

 

 

 

 

 

BalanceDecember31   

$ 1,248,457   

 

$ 423,186   

 

$ 29,948   

 

$ -   

 

$     1,701,591

 

 

 

Individual and commercial real estate

 

Commercial and agriculture

 

Consumer and other

 

Unallocated

 

Total

 

 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance January 1

$ 909,344   

 

$ 247,662   

 

$ 36,296   

 

$ 26,200   

 

$ 1,219,502   

 

 

 

 

 

 

 

 

 

 

Provision for loan losses

435,295   

 

124,099   

 

14,806   

 

-   

 

574,200   

Recoveries

88,604   

 

52,588   

 

2,030   

 

-   

 

143,222   

Charge-offs

(452,464)  

 

(189,607)  

 

(29,427)  

 

-   

 

(671,498)  

 

 

 

 

 

 

 

 

 

 

BalanceDecember31   

$ 980,779   

 

$ 234,742   

 

$ 23,705   

 

$ 26,200   

 

$ 1,265,426   

 

The allowance for loan losses at December 31, 2016 and 2015, is allocated as follows:

 

 

Individual and commercial real estate

 

Commercial and agriculture

 

Consumer and other

 

Unallocated

 

Total

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans individually evaluated

 

 

 

 

 

 

 

 

 

 for impairment

$ 12,755   

 

$ 35,852   

 

$ -   

 

$ -   

 

$ 48,607   

Loans collectively evaluated

 

 

 

 

 

 

 

 

 

 for impairment

1,235,702   

 

387,334   

 

29,948   

 

-   

 

1,652,984   

 

 

 

 

 

 

 

 

 

 

BalanceDecember31   

$ 1,248,457   

 

$ 423,186   

 

$ 29,948   

 

$ -   

 

$ 1,701,591   

 

 

 

 

 

 

 

 

 

 

2015   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans individually evaluated   

 

 

 

 

 

 

 

 

 

For impairment   

$ 11,410   

 

$ 44,052   

 

$ -   

 

$ -   

 

$ 55,462   

Loans collectively evaluated   

 

 

 

 

 

 

 

 

 

For impairment   

969,369   

 

190,690   

 

23,705   

 

26,200   

 

1,209,964   

 

 

 

 

 

 

 

 

 

 



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Balance December31   

$ 980,779   

 

$ 234,742   

 

$ 23,705   

 

$ 26,200   

 

$ 1,265,426   

 

The Bank's recorded investment in loans as of December 31, 2016 and 2015, related to each balance in the allowance for loan losses by portfolio segment and disaggregated on the basis of the Bank's impairment methodology is as follows:

 

 

 

 

Individual and commercial            real estate

 

Commercial and agriculture

 

Consumer and other

 

Total

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans individually evaluated

 

 

 

 

 

 

 

 

 

 for impairment

 

 

$ 1,349,594   

 

$ 936,496   

 

$ -   

 

$ 2,286,090   

Loans collectively evaluated

 

 

 

 

 

 

 

 

 

 for impairment

 

 

78,400,017   

 

33,519,527   

 

4,624,158   

 

116,543,702   

 

 

 

 

 

 

 

 

 

 

Balance December 31

 

 

$ 79,749,611   

 

$ 34,456,023   

 

$ 4,624,158   

 

$ 118,829,792   

 

 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans individually evaluated

 

 

 

 

 

 

 

 

 

 for impairment

 

 

$ 393,599   

 

$ 316,784   

 

$ 24,231   

 

$ 734,614   

Loans collectively evaluated

 

 

 

 

 

 

 

 

 

 for impairment

 

 

33,574,126   

 

33,187,665   

 

7,160,314   

 

73,922,105   

 

 

 

 

 

 

 

 

 

 

Balance December 31

 

 

$ 33,967,725   

 

$ 33,504,449   

 

$ 7,184,545   

 

$ 74,656,719   

 

Loan maturities as of December 31, 2016 and 2015, are as follows:

 

 

2016

 

2015

 

 

 

 

Within one year

$ 26,982,969   

 

$ 12,278,869   

Two through three years

23,665,247   

 

22,337,104   

Four through five years

29,053,729   

 

16,053,899   

After five years

39,127,847   

 

23,986,847   

 

 

 

 

 

$ 118,829,792   

 

$ 74,656,719   

 

Note 6)Premises and equipment: 

 

Premises and equipment at December 31, 2016 and 2015, consists of:

 

2016

 

2015

 

 

 

 

Land

$ 2,182,754   

 

$ 2,427,989   

Building and improvements

1,934,803   

 

1,659,127   

Furniture and equipment

1,621,253   

 

1,268,847   

Construction in progress

2,077,260   

 

-   

 

7,816,070   

 

5,355,963   

Accumulated depreciation

(1,127,660)  

 

(972,634)  

 

 

 

 

 

$ 6,688,410   

 

$ 4,383,329   



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Depreciation expense was $199,819 and $156,660 for the years ended December 31, 2016 and 2015, respectively.

 

During 2016 and 2015, the Bank leased certain premises under operating leases with an affiliated entity.  Total rent expense paid to the affiliated entity during the years ended December 31, 2016 and 2015, was $62,354 and $60,204, respectively.

 

The Bank leases certain equipment under operating leases for varying periods of time.  Total lease expense for the years ended December 31, 2016 and 2015, was $19,188 and $20,988, respectively.  Future minimum payments under non-cancellable operating leases for equipment that have an initial or remaining term in excess of one year at December 31, 2016, are as follows:

 

2017

$ 136,677   

2018

88,727   

2019

28,800   

2020

30,000   

Thereafter

87,000   

 

 

 

$ 371,204   

 

 

Note 7)Intangible assets: 

 

Intangible assets at December 31, 2016 and 2015, consist of goodwill.  Amortization expense related to the Bank's core deposit intangible completed in 2015.

 

 

Note 8)Deposits: 

 

Maturities of time deposits at December 31, 2016, are as follows:

 

2017

$ 50,065,973   

2018

9,377,341   

2019

3,043,283   

2020

2,709,356   

Thereafter

18,362,607   

 

 

 

$ 83,558,560   

 

 

Note 9)Borrowed funds: 

 

The Bank has in place credit agreements with various financial institutions that provide borrowings of up to $24,114,000 on a revolving credit basis.  No funds have been disbursed to the Bank under these agreements at December 31, 2016 and 2015.

 

Federal funds purchased generally mature within one to four days from the transaction date or are due on demand.  There were no federal funds purchased at December 31, 2016 and 2015.

 

 

Note 10)Federal Home Loan Bank advances: 



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Federal Home Loan Bank (FHLB) advances are collateralized by a blanket pledge of certain real estate mortgage loans. The Bank's advances totaling $20,200,000 and $11,000,000 had a weighted average interest rate of 1.335% and 1.415% at December 31, 2016 and 2015, respectively.  

 

All FHLB advances are scheduled to mature as follows:

 

2017

$ 9,500,000   

2018

6,200,000   

2019

500,000   

2020

2,500,000   

Thereafter

1,500,000   

 

 

 

$ 20,200,000   

 

 

Note 11)Transactions with related parties: 

 

The Bank has entered into transactions with its executive officers, directors, significant shareholders and their affiliates (related parties).  Such transactions were made in the ordinary course of business on substantially the same terms and conditions, including interest rates and collateral, as those prevailing at the same time for comparable transactions with other customers, and did not, in the opinion of management, involve more than normal credit risk or present other unfavorable features.  The aggregate amount of loans to such related parties at December 31, 2016 and 2015, are as follows:

 

 

2016

 

2015

 

 

 

 

Beginning balance

$ 2,256,014   

 

$ 2,472,889   

New loans

2,706,533   

 

878,272   

Repayments

(1,793,688)  

 

(1,095,147)  

 

 

 

 

Ending balance

$ 3,168,859   

 

$ 2,256,014   

 

Deposits from related parties held by the Bank at December 31, 2016 and 2015, totaled $2,296,018 and $3,007,926, respectively.

 

 

Note 12)Income taxes: 

 

The provision for income taxes for the years ended December 31, 2016 and 2015, is summarized as follows:

 

 

2016

 

2015

Current

 

 

 

 Federal

$ 1,239,803   

 

$ 825,496   

 State

253,936   

 

169,078   

 

1,493,739   

 

994,574   

Deferred (benefit)

 

 

 

 Federal

(72,800)  

 

226,166   

 State

(14,809)  

 

46,323   

 

(87,609)  

 

272,489   

 

 

 

 

Provision for income taxes

$ 1,406,130   

 

$ 1,267,063   

The effective income tax rate was 38.3% and 38.0% for 2016 and 2015, respectively.  The effective rates differ from the



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


enacted federal income tax rate due primarily to state income taxes, tax-exempt interest income, depreciation, and the allowance for loan losses.  

 

Deferred taxes are recognized for the expected future tax consequences of the temporary differences between the carrying amounts and the tax bases of assets and liabilities.  Net deferred taxes are included in "Other assets" or "Other liabilities" on the statement of financial position as appropriate.  The components of the net deferred tax at December 31, 2016 and 2015, are as follows:

 

 

2016

 

2015

 

 

 

 

Deferred tax assets

 

 

 

 Allowance for loan losses

$ 651,540   

 

$ 466,300   

 Net unrealized losses on securities available for sale

89,867   

 

32,136   

 Other

-   

 

98,842   

 

741,407   

 

597,278   

 

 

 

 

Deferred tax liabilities

 

 

 

 Cash basis adjustments

386,296   

 

626,535   

 Premises and equipment

294,213   

 

132,763   

 Other

77,476   

 

-   

 

757,985   

 

759,298   

 

 

 

 

Net deferred tax liability

$ (16,578)  

 

$ (162,020)  

 

The Bank files Federal and Arkansas state income tax returns, which are open and subject to examinations by taxing authorities from the 2013 tax year forward.

 

 

Note 13)Supervisory agreement: 

 

On August 24, 2010, the Bank entered into a supervisory agreement with the Office of the Comptroller of the Currency (OCC), the Bank's primary regulator, in response to concerns raised in the Bank's regulatory examination.  The agreement required, among other things:

 

Development of a plan to attain required capital levels, development of an updated business/strategic plan, revisions to the Bank's loan policy, enhanced loan portfolio management, establishment of an independent loan review system, corrections of certain violations of banking law, and maintain the reserve for loan losses at an appropriate level. 

 

Enhanced management, Board of Directors, and Compliance Committee oversight. 

 

Strengthening the Bank's capital position, including a requirement that the Bank maintain a minimum Tier 1 capital ratio of 9.0%, and a minimum total risked-based capital ratio of 13.0%. 

 

The supervisory agreement prohibited the Bank from paying dividends on its common or preferred stock without an OCC written notice of non-objection.  The supervisory agreement was terminated in April 2015.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Note 14)Regulatory matters: 

 

Dividend restriction -

 

The Bank is subject to certain restrictions on the amount of dividends it may declare without prior regulatory approval.  For 2016, approximately $1,502,000 of retained earnings was available for dividend declaration without prior regulatory approval.

 

Capital requirements -

 

The Bank is subject to various regulatory capital requirements administered by federal banking agencies.  Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct and material effect on the Bank's financial statements.  Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures for assets, liabilities, and certain off balance sheet items as calculated under regulatory accounting practices.  The Bank's capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

 

On July 2, 2013, the Board of Governors of the Federal Reserve System approved a final rule that establishes an integrated regulatory capital framework.  The rule implements the Basel III regulatory capital reforms from the Basel Committee on Banking Supervision and certain changes required by the Dodd-Frank Act.  In general, under the new rules, minimum requirements have increased for both the quantity and quality of capital held by banking organizations.  Consistent with the Basel framework, the new rules include a new minimum ratio of common equity Tier 1 capital to risk-weighted assets of 4.5% and a common equity Tier 1 capital conservation buffer of 2.5% of risk-weighted assets that applies to all supervised financial institutions.  The rule also raises the minimum ratio of Tier 1 capital to risk weighted assets from 4.0% to 6.0% and includes a minimum leverage ratio of 4.0% for all banking organizations.  The new rules, which became effective on January 1, 2015, change the methodology for calculating risk-weighted assets to enhance risk sensitivity and also implement strict eligibility criteria for certain regulatory capital instruments, by excluding trust preferred securities, mortgage servicing rights and certain deferred tax assets, and including unrealized gains and losses on available for sale debt and equity securities.  Management believes, as of December 31, 2016 and 2015, that the Bank met the minimum capital adequacy requirements to which it is subject.

 

As of December 31, 2016, the most recent notification from the Federal Deposit Insurance Corporation categorized the Bank as well capitalized under the regulatory framework for prompt corrective action.  To be categorized as well capitalized the Bank must maintain total risk-based, Tier I risk-based, Tier I leverage, and common equity ratios as set forth in the table.  There are no conditions or events since that notification that management believes have changed the Bank's category. The Bank's actual capital amounts, stated in 000's, and ratios as of December 31, 2016 and 2015, are presented in the following table.

 

 

 

 

 

 

 

 

 

 

 

Minimum To Be Well

 

 

 

 

 

 

Minimum For Capital

 

Capitalized Under Prompt

 

Actual

 

Adequacy Purposes

 

Corrective Action Provisions

 

Amount

 

Ratio

 

Amount

 

Ratio

 

 

Amount

 

Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(to risk-weighted assets)

$ 18,412

 

 15.5

%

 

$   9,529

 

   8.0

%

 

$    11,912

 

     10.0

%

Tier I Capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(to risk-weighted assets)

   16,919

 

 14.2

 

 

     7,147

 

   6.0

 

 

       9,529

 

      8.0

 

Tier I Capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


(to average assets)

   16,919

 

 11.6

 

 

     5,825

 

   4.0

 

 

       7,282

 

      5.0

 

Common Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(to risk-weighted assets)

   16,919

 

 14.2

 

 

     5,360

 

   4.5

 

 

       7,743

 

      6.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Minimum To Be Well

 

 

 

 

 

 

 

Minimum For Capital

 

Capitalized Under Prompt

 

 

Actual

 

Adequacy Purposes

 

Corrective Action Provisions

 

 

Amount

 

Ratio

 

Amount

 

Ratio

 

 

Amount

 

Ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(to risk-weighted assets)

$ 15,537

 

 22.5

%

 

$   5,534

 

   8.0

%

 

$      6,917

 

     10.0

%

Tier I Capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(to risk-weighted assets)

   14,668

 

 21.2

 

 

     4,150

 

   6.0

 

 

       5,534

 

      8.0

 

Tier I Capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(to average assets)

   14,668

 

 14.8

 

 

     3,964

 

   4.0

 

 

       4,955

 

      5.0

 

Common Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(to risk-weighted assets)

   14,668

 

 21.2

 

 

     3,113

 

   4.5

 

 

       4,496

 

      6.5

 

 

 

Note 15)Concentration of credit: 

 

The Bank's loans, commitments, and commercial and standby letters of credit have been granted to customers concentrated within its principal market area.  Generally, such customers are depositors of the Bank.  Investments in state and municipal securities also have involved governmental entities primarily within the Bank's market area.  The concentrations of credit by type of loan are set forth in Note 4.  The distribution of commitments to extend credit approximates the distribution of loans outstanding.  Commercial and standby letters of credit were granted primarily to commercial borrowers.  Generally, the Bank does not extend credit to any single borrower or group of related borrowers in excess of $3,694,000.

 

 

Note 16)Significant estimates and concentrations of credit risk: 

 

The current economic environment presents financial institutions with unusual circumstances and challenges which in some cases have resulted in large declines in the fair values of investments and other assets, constraints on liquidity and significant credit quality problems, including volatility in the valuation of real estate and other collateral supporting loans.  The financial statements have been prepared using values and information currently available to the Bank.

 

Given the volatility of current economic conditions, the values of assets and liabilities recorded in the financial statements could change rapidly, resulting in material future adjustments in asset values, the allowance for loan losses and capital that could negatively impact the Bank's ability to meet regulatory capital requirements and maintain sufficient liquidity.

 

Estimates related to the allowance for loan losses and certain concentrations of credit risk are reflected in Note 4.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Note 17)Legal contingencies: 

 

From time to time the Bank is subject to litigation and claims arising out of the normal course of business.  Management evaluates these contingencies based on information currently available, including advice of counsel and assessment of available insurance coverage.  Although it is not possible to predict the ultimate resolution or financial liability with respect to these litigation contingencies, management is of the opinion that the outcome of pending and threatened litigation would not have a material effect on the Bank's financial position or results of operations.

 

 

Note 18)Off balance sheet activities:   

 

In the normal course of business, the Bank has outstanding commitments and contingent liabilities, such as commitments to extend credit and standby letters of credit, which are not included in the accompanying financial statements.  The Bank's exposure to credit loss in the event of nonperformance by the other party to the financial instruments for commitments to extend credit and standby letters of credit is represented by the contractual or notional amount of those instruments.  The Bank uses the same credit policies in making such commitments as it does for instruments that are included in the statement of financial condition.

 

At December 31, 2016 and 2015, financial instruments with the following outstanding contract amounts represent credit risk:

 

 

 

2016

 

2015

 

 

 

 

Commitments to grant loans

$2,917,724 

 

$78,883 

Unfunded commitments on lines of credit

8,289,221 

 

22,027,001 

 

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract.  Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.  The commitments for equity lines of credit may expire without being drawn upon.  Therefore, the total commitment amounts do not necessarily represent future cash requirements.  The Bank evaluates each customer's credit worthiness on a case-by-case basis.  The amount of collateral obtained, if deemed necessary by the Bank upon extension of credit, is based on management's credit evaluation.  Collateral held varies but may include accounts receivable, inventory, property and equipment, and income-producing commercial properties.

 

Unfunded commitments under certain commercial lines of credit and revolving credit lines are commitments for possible future extensions of credit to existing customers.  These lines of credit are uncollateralized and may not be drawn upon to the total extent to which the Bank is committed.

 

Standby letters of credit are conditional lending commitments issued by the Bank to guarantee the performance of a customer to a third party.  Those letters of credit are primarily issued to support public and private borrowing arrangements.  Essentially all letters of credit issued have expiration dates within one year.  The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers.



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


Note 19)Disclosures about fair value of financial instruments: 

 

The Bank measures certain of its assets and liabilities on a fair value basis using various valuation techniques and assumptions, depending on the nature of the asset or liability.  Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  Additionally, the fair value is used either annually or on a non-recurring basis to evaluate certain assets and liabilities for impairment or for disclosure purposes.  The three levels of inputs that may be used to measure fair value are listed below.

 

Level 1 Inputs - Quoted prices in active markets for identical assets or liabilities. 

 

Level 2 Inputs - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets; quoted prices for similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. 

 

Level 3 Inputs - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. 

 

Financial assets and liabilities measured at fair value on a recurring basis include the following:

 

Securities available for sale -

 

Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy.  Level 1 securities would include highly liquid government bonds, mortgage products and exchange traded equities.  If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows.  Level 2 securities include U.S. agency securities, mortgage-backed agency securities, and obligations of states and political subdivisions.  In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy.  The Bank's securities available for sale are reported at fair value utilizing Level 2 inputs.

 

The following table sets forth the Bank's financial assets and liabilities by level within the fair value hierarchy that were measured at estimated fair value on a recurring basis:

 

 

 

 

Fair Value Measurement Using

 

 

 

Quoted Prices in

 

Significant Other

 

Significant

 

 

 

Active Markets for

 

Observable

 

Unobservable

 

Estimated

 

Identical Assets

 

Inputs

 

Inputs

 

Fair Value

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities available for sale

$6,890,948 

 

- 

 

$6,890,948 

 

- 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities available for sale

$7,659,803 

 

- 

 

$7,659,803 

 

- 

 

Certain financial assets and financial liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


example, when there is evidence of impairment).  

 

Financial assets and liabilities measured at fair value on a nonrecurring basis include the following:

 

Impaired loans -

 

Loan impairment is reported when full payment under the loan terms is not expected.  Impaired loans are carried at the present value of estimated future cash flows using the loan's existing rate, or the fair value of collateral if the loan is collateral dependent.  A portion of the allowance for loan losses is allocated to impaired loans if the value of such loans is deemed to be less than the unpaid balance.  If these allocations cause the allowance for loan losses to require increase, such increase is reported as a component of the provision for loan losses.  Loan losses are charged against the allowance when management believes the uncollectibility of a loan is confirmed.

 

Foreclosed assets held for sale -

 

Foreclosed property is carried at the lower of the recorded investment in the loan or fair value less estimated costs to sell the property.  The fair value for foreclosed property that is based on either observable transactions of similar instruments or formally committed sale prices is classified as a Level 3 measurement.

 

The following table sets forth the Bank's financial assets and liabilities by level within the fair value hierarchy that were measured at estimated fair value on a nonrecurring basis:

 

 

 

 

Fair Value Measurements Using

 

 

 

Quoted Prices in

 

Significant Other

 

Significant

 

 

 

Active Markets for

 

Observable

 

Unobservable

 

Estimated

 

Identical Assets

 

Inputs

 

Inputs

 

Fair Value

 

(Level 1)

 

(Level 2)

 

(Level 3)

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impaired loans, net

$2,237,483 

 

- 

 

- 

 

$2,237,483 

Foreclosed assets held for sale

1,111,523 

 

- 

 

- 

 

1,111,523 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impaired loans, net

$679,152 

 

- 

 

- 

 

$679,152 

Foreclosed assets held for sale

1,096,187 

 

- 

 

- 

 

1,096,187 

 

The following table sets forth a summary of changes in the fair value of the Bank's Level 3 assets at December 31, 2016 and 2015.

 

 

 

 

 

 

 

 

Foreclosed

 

 

 

 

 

Impaired

 

Assets

 

 

 

 

 

Loans, Net

 

Held For Sale

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance beginning of year

 

 

 

 

$ 679,152   

 

$ 1,096,187   

 

 

 

 

 

 

 

 

Net transfers

 

 

 

 

1,677,088   

 

751,965   

Write-downs

 

 

 

 

(118,757)  

 

(167,308)  

Sales

 

 

 

 

-   

 

(569,321)  

 

 

 

 

 

 

 

 

Balance end of year

 

 

 

 

$ 2,237,483   

 

$ 1,111,523   

 

 

 

 

 

 

 

 



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance beginning of year

 

 

 

 

$ 1,076,939   

 

$ 909,955   

 

 

 

 

 

 

 

 

Net transfers

 

 

 

 

(383,516)  

 

471,259   

Write-downs

 

 

 

 

(14,271)  

 

(41,527)  

Sales

 

 

 

 

-   

 

(243,500)  

 

 

 

 

 

 

 

 

Balance end of year

 

 

 

 

$ 679,152   

 

$ 1,096,187   

 

The following table presents information related to Level 3 nonrecurring fair value measurements at December 31, 2016 and 2015:

 

Description

 

Technique

 

Unobservable Inputs

 

2016

 

2015

 

 

 

 

 

 

 

 

 

Impaired loans, net

 

Appraisal or discounted

 

1) Management discount

 

$2,237,483 

 

$679,152 

 

 

cash flows

 

   based on underlying

 

 

 

 

 

 

 

 

   collateral characteristics

 

 

 

 

 

 

 

 

   and market conditions

 

 

 

 

 

 

 

 

2) Life of loan

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreclosed assets

 

Appraisal or discounted

 

1) Management discount

 

1,111,523 

 

1,096,187 

held for sale

 

cash flows

 

   based on underlying

 

 

 

 

 

 

 

 

   collateral characteristics

 

 

 

 

 

 

 

 

   and market conditions

 

 

 

 

 

 

 

 

2) Life of loan

 

 

 

 

 

 

 

 

3) Holding period

 

 

 

 

 

The following methods and assumptions were used to estimate the fair value of financial instruments that are not disclosed above:

 

Cash and cash equivalents -

 

The carrying amounts of cash and due from banks and federal funds sold reported in the statements of financial condition approximate their estimated fair values.

 

Net loans receivable -

 

The fair value of loans is estimated by discounting the future cash flows, using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities.  Loans with similar characteristics were aggregated for purposes of the calculations.  The carrying amount of accrued interest receivable approximates its fair value.

 

Deposits -

 

The fair value of demand deposits, savings accounts and money market deposits is the amount payable on demand at the reporting date (i.e. their carrying amount).  The fair value of fixed-maturity time deposits is estimated using a discounted cash flow calculation that applies the rates currently offered for deposits of similar remaining maturities.  The carrying amount of accrued interest payable approximates its fair value.

 

Federal Home Loan Bank advances -

 

The carrying amounts of Federal Home Loan Bank (FHLB) advances reported in the statements of financial condition



STONE BANK

NOTES TO FINANCIAL STATEMENTS

YEARS ENDED DECEMBER 31, 2016 AND 2015


approximate their estimated fair values.

 

Commitments to extend credit, letters of credit, and lines of credit -

 

The fair value of commitments is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties.  For fixed rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates.  The fair values of letters of credit and lines of credit are based on fees currently charged for similar agreements or on the estimated cost to terminate or otherwise settle the obligations with the counterparties at the reporting date.

 

The following table represents estimated fair values of the Bank's financial instruments.  The fair values of certain instruments were calculated by discounting expected cash flows.  This method involves significant judgments by management considering the uncertainties of economic conditions and other factors inherent in the risk management of the financial instruments.  Fair value is the estimated amount at which financial assets or liabilities could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.  Because no market exists for certain financial instruments and because management does not intend to sell these financial instruments, the Bank does not know whether the fair values shown below represent values at which the respective financial instruments could be sold individually or in the aggregate.

 

 

December 31, 2016

 

December 31, 2015

 

Carrying

 

Estimated

 

Carrying

 

Estimated

 

Amount

 

Fair Value

 

Amount

 

Fair Value

Financial assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$ 7,916,109   

 

$ 7,916,109   

 

$ 3,514,644   

 

$ 3,514,644   

Securities available for sale

6,890,948   

 

6,890,948   

 

7,659,803   

 

7,659,803   

Net loans receivable

117,128,201   

 

120,827,000   

 

73,391,293   

 

78,220,000   

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

Deposits

112,750,001   

 

110,923,000   

 

76,335,988   

 

75,441,000   

FHLB advances

20,200,000   

 

20,080,000   

 

11,000,000   

 

10,871,000   

 

The fair value of commitments to extend credit and letters of credit is not presented since management believes the fair value to be insignificant.

 

 

Note 20)Subsequent events: 

 

Management has evaluated subsequent events through May 12, 2017, the date which the financial statements were available for release.  Management is not aware of any subsequent events that would require recognition or disclosure in the financial statements.