First Keystone Financial, Inc. (NASDAQ: FKFS), the holding
company for First Keystone Bank (the “Bank”), reported today a net
loss for the quarter ended March 31, 2010 of $3.2 million, or $1.37
per diluted share, compared to a net loss of $806,000, or $0.35 per
diluted share, for the same period last year. Net loss for the six
months ended March 31, 2010 was $4.5 million, or $1.92 per diluted
share, as compared to a net loss of $868,000, or $0.37 per diluted
share, for the same period in 2009.
“Our loss for the quarter ended March 31, 2010 was primarily due
to losses recognized on the sale of the Bank’s pooled trust
preferred securities portfolio, which had continued to decline in
value during the quarter,” stated Hugh J. Garchinsky, President.
“Also contributing to the loss, the Bank experienced further
deterioration in certain, previously identified commercial real
estate and business loans which necessitated a provision for loan
losses of $1.0 million for the quarter.” Garchinsky continued, “In
spite of the significant loss for the current quarter, the Bank’s
capital ratios remain well above regulatory requirements as well as
the enhanced capital requirements imposed by the Supervisory
Agreement with the Office of Thrift Supervision. In addition, the
Bank’s net interest margin has continued to improve, increasing 17
basis points from the prior quarter to 2.64%. With regard to our
pending merger, we continue to work closely with the management
team from Bryn Mawr Bank Corporation to ensure that the integration
of the two companies is successful. We currently anticipate
completing the transaction in July 2010, subject to receipt of all
necessary regulatory approvals.”
SIGNIFICANT ITEMS FOR THE
QUARTER
- Total assets of the Company
decreased by $39.9 million, from $528.4 million at September 30,
2009 to $488.5 million at March 31, 2010. Loans receivable
decreased by $9.2 million, from $311.3 million at September 30,
2009 to $302.0 million at March 31, 2010 with the majority of the
decrease accounted for by declines in the residential mortgage and
home equity loan portfolios. Cash and cash equivalents increased by
$12.8 million to $60.5 million at March 31, 2010 from $47.7 million
at September 30, 2009 primarily due to the receipt of proceeds from
sales of mortgage-related and investment securities available for
sale. The inflows of cash from investment sales were partially
offset by outflows of cash as deposits decreased $15.8 million, or
4.5%, from $347.1 million at September 30, 2009 to $331.3 million
at March 31, 2010. The decrease in deposits was attributable to a
$27.1 million decrease in time deposits from $168.6 million at
September 30, 2009 to $141.5 million at March 31, 2010 reflecting
the Company’s determination to not aggressively price its time
deposit products, partially offset by an $11.3 million increase in
core deposits.
- Investment securities available
for sale and mortgage-related securities available for sale
decreased by $42.2 million from $113.8 million at September 30,
2009, to $71.6 million at March 31, 2010. The decline reflected, in
part, management's decision to liquidate the Bank's $5.6 million
pooled trust preferred securities portfolio which resulted in a
pre-tax loss of $3.7 million. In addition, in anticipation of a
near-term rise in interest rates, management decided to reduce the
Bank's position on longer term mortgage-backed securities through
sales of $33.9 million of such securities, resulting in a pre-tax
gain of $1.2 million.
- At March 31, 2010,
non-performing assets increased $4.7 million to $10.1 million, or
2.1%, of total assets, from $5.4 million, or 1.0%, at September 30,
2009. The increase in non-performing assets was the result, in
part, of a $1.5 million increase in non-accrual loans which totaled
$5.4 million at March 31, 2010 and were comprised of eight
single-family residential mortgage loans aggregating $703,000, two
commercial real estate loans aggregating $2.0 million, one land
acquisition and development loan of $795,000 and two residential
construction loans aggregating $1.8 million. In addition to the
increase in non-accrual loans, as of March 31, 2010, troubled debt
restructurings totaled $2.5 million, including nine loans
aggregating $800,000 which had been modified in accordance with the
federal government’s Home Affordable Modification Program.
- At March 31, 2010, the allowance
for loan and lease losses of $6.7 million was 2.21% of total loans,
compared to $4.7 million, or 1.50% of total loans at September 30,
2009. The ratio of allowance for loan and lease losses to
non-performing loans decreased from 86.0% at September 30, 2009 to
68.8% at March 31, 2010. While non-performing loans increased from
September 30, 2009 to March 31, 2010, the level of collateral
securing the loans comprising the increase was sufficient that a
corresponding increase in provision for loan and lease losses to
maintain the ratio was not deemed necessary.
- The level of delinquencies, as
defined in the merger agreement with Bryn Mawr Bank Corporation
(which includes loans delinquent 30 days or more, non-accrual
loans, other real estate owned, troubled debt restructurings and
the aggregate amount of net loan charge-offs between October 1,
2008 and the month-end preceding the date of the closing of the
merger that exceeds $2.5 million) was $13.1 million as of March 31,
2010, an increase of $600,000 from the level of delinquencies at
December 31, 2009. The merger consideration to be received by the
Company’s shareholders in connection with the merger with Bryn Mawr
Bank Corporation is subject to downward adjustment based upon,
among other factors, the amount of delinquencies as of the
month-end immediately prior to the closing of the merger. Depending
on the amount of the Company’s delinquencies as of the month-end
preceding the merger, the consideration to be received upon
consummation of the merger for each share of common stock of the
Company may be reduced in incremental amounts. The actual amount of
merger consideration will not be determined until the month-end
prior to closing, which is expected to occur in July 2010.
- Net interest income increased
$197,000, or 7.0%, to $3.0 million for the three months ended March
31, 2010, as compared to the same period in 2009. The increase in
net interest income for the three months ended March 31, 2010 was
primarily due to a decrease in interest expense of $576,000 or
18.8%, partially offset by a decrease in interest income of
$379,000, or 6.4%, as compared to the same period in 2009. The
weighted average yield earned on interest-earning assets for the
three months ended March 31, 2010 decreased 39 basis points to
4.82% as compared to the same period in 2009. However, for the
three months ended March 31, 2010, the weighted average rate paid
on interest-bearing liabilities decreased to a greater degree,
declining 56 basis points to 2.19% from 2.75% for the same period
in 2009 as interest-bearing liabilities repriced downward more
rapidly than interest-earning assets.
- For the three months ended March
31, 2010, as compared to the three months ended December 31, 2009,
the provision for loan losses decreased $100,000 to $1.0 million,
but increased $300,000 by comparison to the same period in 2009.
Although the Bank did not experience any charge-offs during the
quarter, as a result of the level of criticized and classified
assets at March 31, 2010 as well as the ongoing evaluation of the
Bank’s loan portfolio, management made a decision to increase the
allowance for loan and lease losses by $1.0 million, or 17.9%, to
$6.7 million.
- For the quarter ended March 31,
2009, non-interest income decreased $1.9 million to a loss of $2.1
million as compared to the same period last year. The decrease was
primarily due to losses on the sale of the Bank's pooled trust
preferred securities portfolio, partially offset by gains on sales
of mortgage-related securities available for sale, as discussed
above.
- Non-interest expense decreased
by $321,000, or 9.3% for the quarter ended March 31, 2010 as
compared to the quarter ended December 31, 2009. The decrease was
primarily due to decreases of $221,000 and $37,000 in
merger-related costs and salaries and employee benefits,
respectively. Non-interest expense for the quarter ended March 31,
2010 remained virtually unchanged as compared to the same period
last year.
First Keystone Bank, the Company's wholly owned subsidiary,
serves its customers from eight full-service offices in Delaware
and Chester Counties.
Certain information in this release may constitute
forward-looking statements as that term is defined in the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements are subject to risks and uncertainties that could cause
actual results to differ materially from those estimated due to a
number of factors. Persons are cautioned that such forward-looking
statements are not guarantees of future performance and are subject
to various factors, which could cause actual results to differ
materially from those estimated. These factors include, but are not
limited to, changes in general economic and market conditions, the
continuation of an interest rate environment that adversely affects
the interest rate spread or other income from the Company's and the
Bank's investments and operations, the amount of the Company’s
delinquent and non-accrual loans, troubled debt restructurings,
other real estate owned and loan charge-offs; the effects of
competition, and of changes in laws and regulations on competition,
including industry consolidation and development of competing
financial products and services; interest rate movements; the
proposed merger with Bryn Mawr Bank Corporation ("BMBC") fails to
be completed, or if completed, the anticipated benefits from the
merger may not be fully realized due to, among other factors, the
failure to combine the Company’s business with BMBC, the
anticipated synergies not being achieved or the integration proves
to be more difficult, time consuming or costly than expected;
difficulties in integrating distinct business operations, including
information technology difficulties; disruption from the
transaction making it more difficult to maintain relationships with
customers and employees, and challenges in establishing and
maintaining operations in new markets; volatilities in the
securities markets; and deteriorating economic conditions. The
Company does not undertake and specifically disclaims any
obligation to publicly release the result of any revisions which
may be made to any forward-looking statements to reflect the
occurrence of anticipated or unanticipated events or circumstances
after the date of such statements.
BMBC filed a registration statement on Form S-4 with the
Securities and Exchange Commission (“SEC”) in connection with the
proposed merger of the Company with BMBC and the Company filed with
the SEC a definitive proxy statement/prospectus in connection with
the transaction. The Company’s shareholders and investors are urged
to read the proxy statement/prospectus because it contains
important information about the Company, BMBC and the transaction.
You may obtain a free copy of the proxy statement/prospectus as
well as other filings containing information about BMBC, at the
SEC's web site at www.sec.gov. A free copy of the proxy
statement/prospectus may also be obtained from the Company, by
directing the request to First Keystone Financial, Inc., 22 West
State Street, Media, Pennsylvania 19063, Attention: Carol Walsh,
Secretary, telephone (610) 565-6210. A free copy of the filings
with the SEC by BMBC that are incorporated by reference in the
proxy statement/prospectus can be obtained by directing the request
to Bryn Mawr Bank Corporation, 801 Lancaster Avenue, Bryn Mawr,
Pennsylvania 19010, Attention: Geoff Halberstadt, Secretary,
telephone (610) 581−4873.
First Keystone Financial,
Inc. Consolidated Selected Financial Data (GAAP)
(Dollars in thousands, except per share data) March 31,
2010 (unaudited) For The Three Months Ended
Results of Operations For the quarter ended:
Mar 31,
Dec 31,
Sep 30,
Jun 30,
Mar 31, 2010
2009 2009
2009
2009 Interest income $ 5,515 $
5,780 $ 6,014 $ 6,037 $ 5,894 Interest expense
2,488 2,782
2,920 2,999
3,064 Net interest income 3,027 2,998
3,094 3,038 2,830 Provision for loan losses
1,000 1,100
1,475 750
700
Net interest income after
provision for loan losses
2,027 1,898 1,619 2,288 2,130 Service charges and other fees
329 376 351 347 331 Net gain on sale of residential mortgage loans
32 15 4 39 75 Net gain (loss) on sale of investments (2,560 ) 10
471 2 (10 ) Other-than-temporary impairment of investments (41 )
(843 ) (6 ) - (749 ) Increase in cash surrender value of life
insurance 101 108 99 96 90 Other operating income
67 69
83 78
98 Non-interest income (2,072 ) (265 ) 1,002
562 (165 ) Salaries and employee benefits 1,367 1,404 1,507
1,406 1,438 Occupancy and equipment 403 394 452 398 415
Professional fees 342 316 371 321 297 Federal deposit insurance
premium 202 228 185 169 219 Federal deposit insurance - one-time
assessment - - - 240 - Data processing 160 156 157 161 140
Advertising 44 68 69 75 84 Deposit processing 169 154 166 140 177
Merger-related expenses 164 385 - - - Other expenses
281 348
347 516
384 Non-interest expense 3,132 3,453 3,254
3,426 3,154 Loss before income taxes (3,177 ) (1,820 ) (633
) (576 ) (1,189 ) Income tax benefit
-
(540 ) (292
) (240 )
(402 ) Net loss
(3,177 ) (1,280
) (341 )
(336 ) (787
) Less: Net income attributable to noncontrolling
interest
(17 )
(14 ) (18
) (17 )
(19 ) Net loss attributable to First
Keystone Financial, Inc.
$ (3,194
) $ (1,294 )
$ (359 ) $
(353 ) $ (806
) Per share data: Weighted average
shares outstanding 2,334,456 2,332,284 2,330,104 2,327,940
2,325,768 Dilutive potential common shares
-
- -
- - Adjusted
weighted average dilutive shares
2,334,456
2,332,284
2,330,104 2,327,940
2,325,768 Basic earnings per
common share $ (1.37 ) $ (0.55 ) $ (0.15 ) $ (0.15 ) $ (0.35 )
Diluted earnings per common share $ (1.37 ) $ (0.55 ) $
(0.15 ) $ (0.15 ) $ (0.35 ) Dividends declared per share $ -
$ - $ - $ - $ - Effective tax rate 0.0 % 29.4 % 44.9 % 40.5
% 33.3 % Net interest margin 2.64 % 2.47 % 2.59 % 2.55 %
2.50 %
First Keystone Financial, Inc. Consolidated
Selected Financial Data (GAAP) (Dollars in thousands)
March 31, 2010
(unaudited) Balance Sheet As of:
Mar
31, Dec 31,
Sep 30,
Jun 30,
Mar 31, 2010 2009
2009 2009
2009 Assets Interest bearing deposits
with banks $ 58,042 $ 26,515 $ 45,381 $ 32,756 $ 43,322
Investment and mortgage-related securities - AFS (at fair value)
71,619 113,964 113,761 124,866 123,599 Investment and
mortgage-related securities - HTM (at amortized cost)
19,234 20,544
21,963 23,710
25,953 Total investment securities 90,853
134,508 135,724 148,576 149,552 Portfolio loans: Residential
mortgages 142,137 143,194 146,258 146,083 144,234 Construction
19,011 18,974 18,756 19,248 18,614 Multi-family and nonresidential
mortgages 67,066 66,901 67,241 61,365 54,507 Home equity lines
& loans 51,518 53,238 54,612 55,322 54,952 Consumer 1,340 2,184
2,030 1,607 1,487 Commercial business 20,747 21,466 22,180 22,270
19,886 Deferred loan origination costs
201
186 180
203 232
Total portfolio loans 302,020 306,143 311,257 306,098
293,912 Earning assets 450,915 467,166 492,362 487,430
486,786 Cash and due from banks 2,416 2,371 2,277 2,407
2,950 Allowance for loan losses (6,674 ) (5,588 ) (4,657 ) (3,491 )
(3,998 ) Bank owned life insurance 18,591 18,489 18,381 18,282
18,186 FHLB stock 7,060 7,060 7,060 7,060 7,060 Other assets
16,193 16,444
12,978 13,688
13,287 Total assets $ 488,501 $
505,942 $ 528,401 $ 525,376 $ 524,271
Liabilities and stockholders' equity Passbook
and savings $ 42,818 $ 41,769 $ 39,361 $ 39,682 $ 37,067 Money
market 50,063 50,987 46,604 46,805 44,641 NOW 75,407 74,302 73,620
80,350 68,461 Time deposits
141,451
162,993 168,568
168,874
157,175 Interest-bearing deposits 309,739
330,051 328,153 335,711 307,344 Non-interest bearing
deposits
21,603
17,385 18,971
18,038 16,660 Total
deposits 331,342 347,436 347,124 353,749 324,004 Junior
subordinated debentures 11,649 11,648 11,646 11,644 11,642 FHLBank
and other borrowings 102,649 102,651 123,653 110,156 126,658
Repurchase agreements 6,072 5,431 6,395 8,734 21,665 Other
liabilities
6,138
6,371 5,863
8,305 7,066 Total
liabilities 457,850 473,537 494,681 492,588 491,035 Total
First Keystone Financial, Inc. equity 30,579 32,287 33,616 32,702
33,167 Noncontrolling interest
72
118 104
86 69 Total
stockholders' equity
30,651
32,405 33,720
32,788 33,236
Total liabilities and stockholders' equity $ 488,501 $
505,942 $ 528,401 $ 525,376 $ 524,271
First Keystone Financial,
Inc.
Consolidated Selected Financial Data (GAAP) (Dollars in
thousands, except per share data) March 31, 2010
(unaudited) For
the period end: Mar 31, Dec 31, Sep 30,
Jun 30, Mar 31, 2010
2009 2009 2009
2009 Asset Quality Data
Nonaccrual loans $ 5,393 $ 3,897 $ 3,876 $ 2,993 $ 3,697 90 days or
more past due loans - still accruing 1,851 1,068 1,541 215 196
Troubled debt restructuring
2,459
733 -
- - Nonperforming
loans 9,703 5,698 5,417 3,208 3,893 Other non-performing assets
370 1,410
- -
- Nonperforming assets $ 10,073 $ 7,108
$ 5,417 $ 3,208 $ 3,893
Nonperforming loans / total loans* 3.21 % 1.86 % 1.74 % 1.05 % 1.33
% Nonperforming assets / total assets 2.06 % 1.40 % 1.03 % 0.61 %
0.74 %
Net loan charge-offs (annualized)/ average
loans -0.11 % 0.22 % 0.40
% 1.67 % 0.00 %
Changes in the Allowance for
Loan Losses
For the three months ended and as of: Mar 31,
Dec 31, Sep 30, Jun 30, Mar 31,
2010 2009 2009
2009 2009
Balance, beginning of quarter ending $ 5,588 $ 4,657 $ 3,491 $
3,998 $ 3,300 Charge-offs - (171 ) (350 )
(1,286
)
(21 ) Recoveries
86
2
41
29 19
Net (charge-offs) / recoveries 86 (169 ) (309 ) (1,257 ) (2
) Provision for loan losses
1,000
1,100 1,475
750 700
Balance, end of period $ 6,674 $ 5,588 $ 4,657
$ 3,491 $ 3,998 Allowance for loan
losses / total loans* 2.21 % 1.83 % 1.50 % 1.14 % 1.36 % Allowance
for loan losses / nonperforming loans 68.8 % 98.1 % 86.0 % 108.8 %
102.7 % *Gross loans net of loans in process
First Keystone Financial,
Inc.
Consolidated Selected Financial
Data (GAAP)
(Dollars in thousands, except
per share data)
March 31, 2010
(unaudited)
For the three months ended and as of: Mar 31,
Dec 31, Sep 30, Jun 30, Mar 31,
2010 2009 2009
2009 2009
Selected ratios (annualized): Return on average
assets -2.58 % -1.00 % -0.28 % -0.28 % -0.66 % Return on average
stockholders' equity -39.24 % -15.27 % -4.28 % -4.26 % -9.72 %
Yield on loans 5.51 % 5.63 % 5.65 % 5.66 % 5.74 % Yield on
interest-earning assets 4.82 % 4.76 % 5.03 % 5.07 % 5.21 % Cost of
interest-bearing funds 2.19 % 2.33 % 2.49 % 2.56 % 2.75 % Net
interest margin 2.64 % 2.47 % 2.59 % 2.55 % 2.50 % Book value per
share $ 12.57 $ 13.27 $ 13.82 $ 13.44 $ 13.63 Period end shares
outstanding 2,432,998 2,432,998 2,432,998 2,432,998 2,432,998
For the six months ended: Mar 31,
Mar 31, 2010 2009
Selected data: Net interest income $ 6,026 $ 5,654
Provision for loan losses 2,100 775 Non-interest income (2,337 )
268 Non-interest expense
6,586
6,289 Loss before taxes (4,997 ) (1,142
) Income tax benefit
(540 )
(310 ) Net loss
(4,457 ) (832
) Less: Net income attributable to noncontrolling
interest
(31 )
(36 ) Net loss attributable to First
Keystone Financial, Inc.
$ (4,488
) $ (868 )
Per share data: Weighted average shares outstanding
2,333,358 2,324,670 Dilutive potential common shares
- - Adjusted
weighted average dilutive shares
2,333,358
2,324,670 Basic earnings
per common share $ (1.92 ) $ (0.37 ) Diluted earnings per common
share $ (1.92 ) $ (0.37 )
Selected ratios
(annualized): Return on average assets -1.77 % -0.35 %
Return on average stockholders' equity -27.01 % -5.33 % Yield on
loans 5.57 % 5.85 % Yield on interest-earning assets 4.79 % 5.32 %
Cost of interest-bearing funds 2.26 % 2.87 % Net interest margin
2.55 % 2.48 %
First Keystone Financial, Inc.
Consolidated Selected Financial Data (GAAP) (Dollars in
thousands) March 31, 2010 (unaudited) Selected
data: Investment Portfolio As of March
31, 2010 As of March 31, 2009 Amortized
Fair Unrealized Amortized Fair
Unrealized SECURITY DESCRIPTION Cost
Value Gain / (Loss) Cost Value Gain
/ (Loss) Available for sale portfolio: U. S.
government agency securities $ 17,062 $ 17,016 $ (46 ) $ - $ - $ -
Mortgage-related securities 34,209 35,532 1,323 100,432
101,714 1,282 State, county & municipal securities 7,868
8,378 510 5,412 5,607 195 Pooled trust preferred securities
- - - 8,534 5,645 (2,889 ) Corporate bonds 6,700 6,974 274
5,619 5,706 87 Mutual funds 2,917 3,041 124 3,865 3,885 20
Other equity securities
735
678 (57 )
1,040 1,042 2
Total 69,491 71,619 2,128 124,902 123,599 (1,303 )
Held to maturity portfolio: Mortgage-related
securities 16,430 17,100 670 22,699 23,331 632 State, county
& municipal securities
2,804
2,984 180
3,254 3,379
125 Total 19,234 20,084 850 25,953
26,710 757
Total Investment Portfolio
$ 88,725
$ 91,703
$ 2,978
$ 150,855
$ 150,309
$ (546
)
Capital Ratios (First Keystone Bank) Regulatory
Minimum To Be Well Capitalized 3/31/2010
12/31/2009 9/30/2009 6/30/2009
3/31/2009 Core capital (to adj tangible assets) 5.00
% 8.11 % 8.40 % 8.23 % 8.31 % 8.35 % Tier 1 capital (to risk-wtd
assets) 6.00 % 12.84 % 12.42 % 12.75 % 12.64 % 13.35 % Total
capital (to risk-wtd assets) 10.00 % 14.05 % 13.37 % 13.77 % 13.56
% 14.26 % Tangible capital (to tangible assets) n/a 8.10 % 8.40 %
8.22 % 8.30 % 8.34 %
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