Greene Bancorp, Inc 10-Q for FY2021 Q1
Greene Bancorp, Inc. (GCBC)
10-Q
2020-11-10
For: 2020-09-30
View Original
Added on
April 06, 2026
About this 10-Q
Greene Bancorp, Inc filed this 10-Q on November 10, 2020, covering the quarter ended September 30, 2020 (FY2021 Q1).
Headline figures
Quarter ended September 30, 2020, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Net income
- $4.88M
- up 0.2% from net income of $4.86M a year earlier
- Diluted EPS
- $0.57
- unchanged from $0.57 a year earlier
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2020
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT
GREENE COUNTY BANCORP, INC.
(Exact name of registrant as specified in its charter)
Commission file number 0-25165
|
United States
|
14-1809721
|
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification Number)
|
|
302 Main Street, Catskill, New York
|
12414
|
|
|
(Address of principal executive office)
|
(Zip code)
|
Registrant’s telephone number, including area code: (518) 943-2600
Securities registered pursuant to Section 12(b) of the Act:
|
Title of class
|
Trading symbol
|
Name of exchange on which registered
|
|
Common Stock, $0.10 par value
|
GCBC
|
The Nasdaq Stock Market
|
Securities Registered Pursuant to Section 12(g) of the Act:
None
(Title of Class)
Check whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. YES ☒ NO ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files). YES ☒ NO ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large
accelerated filer”, “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
|
Large accelerated filer ☐
|
Accelerated filer ☐
|
Emerging Growth Company ☐
|
|
Non-accelerated filer ☒
|
Smaller reporting company ☒
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).YES ☐ NO ☒
As of November 10, 2020, the registrant had 8,513,414 shares of common stock outstanding at $ 0.10 par value per share.
|
PART I.
|
FINANCIAL INFORMATION
|
|
|
Page
|
||
|
Item 1.
|
Financial Statements (unaudited)
|
|
|
3
|
||
|
4
|
||
|
5
|
||
|
6
|
||
|
7
|
||
|
8-30
|
||
|
Item 2.
|
30-45
|
|
|
Item 3.
|
45
|
|
|
Item 4.
|
45
|
|
|
PART II.
|
OTHER INFORMATION
|
|
|
Item 1.
|
46
|
|
|
Item 1A.
|
46
|
|
|
Item 2.
|
46
|
|
|
Item 3.
|
46
|
|
|
Item 4.
|
46
|
|
|
Item 5.
|
46
|
|
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Item 6.
|
46
|
|
|
47
|
Greene County Bancorp, Inc.
At September 30, 2020 and June 30, 2020
(Unaudited)
(In thousands, except share and per share amounts)
|
ASSETS
|
September 30, 2020
|
June 30, 2020
|
||||||
|
Cash and due from banks
|
$
|
76,157
|
$
|
40,463
|
||||
|
Federal funds sold
|
10
|
-
|
||||||
|
Total cash and cash equivalents
|
76,167
|
40,463
|
||||||
|
Long term certificates of deposit
|
4,094
|
4,070
|
||||||
|
Securities available-for-sale, at fair value
|
269,670
|
226,709
|
||||||
|
Securities held-to-maturity, at amortized cost (fair value $413,566 at September 30, 2020; $405,512 at June 30, 2020)
|
390,107
|
383,657
|
||||||
|
Equity securities, at fair value
|
273
|
267
|
||||||
|
Federal Home Loan Bank stock, at cost
|
1,158
|
1,226
|
||||||
|
Loans
|
1,049,113
|
1,012,660
|
||||||
|
Allowance for loan losses
|
(17,596
|
)
|
(16,391
|
)
|
||||
|
Unearned origination fees and costs, net
|
(2,735
|
)
|
(2,747
|
)
|
||||
|
Net loans receivable
|
1,028,782
|
993,522
|
||||||
|
Premises and equipment, net
|
14,097
|
13,658
|
||||||
|
Accrued interest receivable
|
8,395
|
8,207
|
||||||
|
Prepaid expenses and other assets
|
6,397
|
5,024
|
||||||
|
Total assets
|
$
|
1,799,140
|
$
|
1,676,803
|
||||
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
||||||||
|
Noninterest-bearing deposits
|
$
|
155,669
|
$
|
138,187
|
||||
|
Interest-bearing deposits
|
1,463,324
|
1,362,888
|
||||||
|
Total deposits
|
1,618,993
|
1,501,075
|
||||||
|
Borrowings from other banks, short-term
|
-
|
17,884
|
||||||
|
Borrowings from Federal Home Loan Bank, long-term
|
6,100
|
7,600
|
||||||
|
Subordinated notes payable, net
|
19,633
|
-
|
||||||
|
Accrued expenses and other liabilities
|
21,392
|
21,439
|
||||||
|
Total liabilities
|
1,666,118
|
1,547,998
|
||||||
|
SHAREHOLDERS’ EQUITY
|
||||||||
|
Preferred stock, Authorized - 1,000,000 shares; Issued - None
|
-
|
-
|
||||||
|
Common stock, par value $.10 per share; Authorized - 12,000,000 shares; Issued – 8,611,340; Outstanding – 8,513,414 shares at September 30,2020, and June 30, 2020
|
861
|
861
|
||||||
|
Additional paid-in capital
|
11,017
|
11,017
|
||||||
|
Retained earnings
|
122,670
|
118,263
|
||||||
|
Accumulated other comprehensive loss
|
(618
|
)
|
(428
|
)
|
||||
|
Treasury stock, at cost 97,926 shares at September 30, 2020,and June 30, 2020
|
(908
|
)
|
(908
|
)
|
||||
|
Total shareholders’ equity
|
133,022
|
128,805
|
||||||
|
Total liabilities and shareholders’ equity
|
$
|
1,799,140
|
$
|
1,676,803
|
||||
See notes to consolidated financial statements
Greene County Bancorp, Inc.
For the Three Months Ended September 30, 2020 and 2019
(Unaudited)
(In thousands, except share and per share amounts)
|
2020
|
2019
|
|||||||
|
Interest income:
|
||||||||
|
Loans
|
$
|
10,192
|
$
|
9,405
|
||||
|
Investment securities - taxable
|
144
|
159
|
||||||
|
Mortgage-backed securities
|
1,020
|
1,244
|
||||||
|
Investment securities - tax exempt
|
1,975
|
1,602
|
||||||
|
Interest-bearing deposits and federal funds sold
|
7
|
198
|
||||||
|
Total interest income
|
13,338
|
12,608
|
||||||
|
Interest expense:
|
||||||||
|
Interest on deposits
|
1,389
|
2,050
|
||||||
|
Interest on borrowings
|
133
|
58
|
||||||
|
Total interest expense
|
1,522
|
2,108
|
||||||
|
Net interest income
|
11,816
|
10,500
|
||||||
|
Provision for loan losses
|
1,243
|
551
|
||||||
|
Net interest income after provision for loan losses
|
10,573
|
9,949
|
||||||
|
Noninterest income:
|
||||||||
|
Service charges on deposit accounts
|
806
|
1,125
|
||||||
|
Debit card fees
|
893
|
743
|
||||||
|
Investment services
|
161
|
145
|
||||||
|
E-commerce fees
|
29
|
35
|
||||||
|
Other operating income
|
189
|
218
|
||||||
|
Total noninterest income
|
2,078
|
2,266
|
||||||
|
Noninterest expense:
|
||||||||
|
Salaries and employee benefits
|
4,407
|
3,942
|
||||||
|
Occupancy expense
|
515
|
466
|
||||||
|
Equipment and furniture expense
|
151
|
281
|
||||||
|
Service and data processing fees
|
613
|
574
|
||||||
|
Computer software, supplies and support
|
306
|
242
|
||||||
|
Advertising and promotion
|
111
|
116
|
||||||
|
FDIC insurance premiums
|
174
|
(39
|
)
|
|||||
|
Legal and professional fees
|
276
|
279
|
||||||
|
Other
|
580
|
561
|
||||||
|
Total noninterest expense
|
7,133
|
6,422
|
||||||
|
Income before provision for income taxes
|
5,518
|
5,793
|
||||||
|
Provision for income taxes
|
643
|
930
|
||||||
|
Net income
|
$
|
4,875
|
$
|
4,863
|
||||
|
Basic and diluted earnings per share
|
$
|
0.57
|
$
|
0.57
|
||||
|
Basic and diluted average shares outstanding
|
8,513,414
|
8,537,814
|
||||||
|
Dividends per share
|
$
|
0.12
|
$
|
0.11
|
||||
See notes to consolidated financial statements
Greene County Bancorp, Inc.
For the Three Months Ended September 30, 2020 and 2019
(Unaudited)
(In thousands)
|
2020
|
2019
|
|||||||
|
Net Income
|
$
|
4,875
|
$
|
4,863
|
||||
|
Other comprehensive loss:
|
||||||||
|
Unrealized holding loss on available-for-sale securities, net of income tax benefit of ($67) and ($96), respectively
|
(190
|
)
|
(271
|
)
|
||||
|
Total other comprehensive loss, net of taxes
|
(190
|
)
|
(271
|
)
|
||||
|
Comprehensive income
|
$
|
4,685
|
$
|
4,592
|
||||
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
For the Three Months Ended September 30, 2020 and 2019
(Unaudited)
(In thousands)
|
Common
Stock
|
Additional
Paid-In
Capital
|
Retained
Earnings
|
Accumulated
Other
Comprehensive
Loss
|
Treasury
Stock
|
Total
Shareholders’
Equity
|
|||||||||||||||||||
|
Balance at June 30, 2019
|
$
|
861
|
$
|
11,017
|
$
|
101,774
|
$
|
(1,006
|
)
|
$
|
(277
|
)
|
$
|
112,369
|
||||||||||
|
Dividends declared
|
(432
|
)
|
(432
|
)
|
||||||||||||||||||||
|
Net income
|
4,863
|
4,863
|
||||||||||||||||||||||
|
Other comprehensive loss, net of taxes
|
(271
|
)
|
(271
|
)
|
||||||||||||||||||||
|
Balance at September 30, 2019
|
$
|
861
|
$
|
11,017
|
$
|
106,205
|
$
|
(1,277
|
)
|
$
|
(277
|
)
|
$
|
116,529
|
||||||||||
|
Common
Stock
|
Additional
Paid-In
Capital
|
Retained
Earnings
|
Accumulated
Other
Comprehensive
Loss
|
Treasury
Stock
|
Total
Shareholders’
Equity
|
|||||||||||||||||||
|
Balance at June 30, 2020
|
$
|
861
|
$
|
11,017
|
$
|
118,263
|
$
|
(428
|
)
|
$
|
(908
|
)
|
$
|
128,805
|
||||||||||
|
Dividends declared
|
(468
|
)
|
(468
|
)
|
||||||||||||||||||||
|
Net income
|
4,875
|
4,875
|
||||||||||||||||||||||
|
Other comprehensive loss, net of taxes
|
(190
|
)
|
(190
|
)
|
||||||||||||||||||||
|
Balance at September 30, 2020
|
$
|
861
|
$
|
11,017
|
$
|
122,670
|
$
|
(618
|
)
|
$
|
(908
|
)
|
$
|
133,022
|
||||||||||
See notes to consolidated financial statements.
Greene County Bancorp, Inc.
For the Three Months Ended September 30, 2020 and 2019
(Unaudited)
(In thousands)
|
2020
|
2019
|
|||||||
|
Cash flows from operating activities:
|
||||||||
|
Net Income
|
$
|
4,875
|
$
|
4,863
|
||||
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
|
Depreciation
|
172
|
175
|
||||||
|
Deferred income tax benefit
|
(722
|
)
|
(380
|
)
|
||||
|
Net amortization of premiums and discounts
|
664
|
120
|
||||||
|
Net amortization of deferred loan costs and fees
|
89
|
143
|
||||||
|
Provision for loan losses
|
1,243
|
551
|
||||||
|
Net (gain) loss on equity securities
|
(6
|
)
|
2
|
|||||
|
Gain on sale of foreclosed real estate
|
-
|
(76
|
)
|
|||||
|
Net increase in accrued income taxes
|
36
|
558
|
||||||
|
Net increase in accrued interest receivable
|
(188
|
)
|
(117
|
)
|
||||
|
Net increase in prepaid expenses and other assets
|
(583
|
)
|
(1,450
|
)
|
||||
|
Net (decrease) increase in other liabilities
|
(84
|
)
|
1,428
|
|||||
|
Net cash provided by operating activities
|
5,496
|
5,817
|
||||||
|
Cash flows from investing activities:
|
||||||||
|
Securities available-for-sale:
|
||||||||
|
Proceeds from maturities
|
58,292
|
30,178
|
||||||
|
Purchases of securities
|
(103,878
|
)
|
(68,828
|
)
|
||||
|
Principal payments on securities
|
2,131
|
1,739
|
||||||
|
Securities held-to-maturity:
|
||||||||
|
Proceeds from maturities
|
8,046
|
14,129
|
||||||
|
Purchases of securities
|
(28,822
|
)
|
(21,466
|
)
|
||||
|
Principal payments on securities
|
13,899
|
6,852
|
||||||
|
Net redemption of Federal Home Loan Bank Stock
|
68
|
360
|
||||||
|
Maturity of long term certificates of deposit
|
245
|
-
|
||||||
|
Purchase of long term certificates of deposit
|
(269
|
)
|
(751
|
)
|
||||
|
Net increase in loans receivable
|
(36,592
|
)
|
(20,710
|
)
|
||||
|
Proceeds from sale of foreclosed real estate
|
-
|
41
|
||||||
|
Purchases of premises and equipment
|
(611
|
)
|
(256
|
)
|
||||
|
Net cash used by investing activities
|
(87,491
|
)
|
(58,712
|
)
|
||||
|
Cash flows from financing activities
|
||||||||
|
Net decrease in short-term advances FHLB
|
-
|
(8,000
|
)
|
|||||
|
Net decrease in short-term advances other banks
|
(17,884
|
)
|
-
|
|||||
|
Net proceeds from subordinated notes payable
|
19,633
|
-
|
||||||
|
Repayment of long-term FHLB advances
|
(1,500
|
)
|
-
|
|||||
|
Payment of cash dividends
|
(468
|
)
|
(432
|
)
|
||||
|
Net increase in deposits
|
117,918
|
142,641
|
||||||
|
Net cash provided by financing activities
|
117,699
|
134,209
|
||||||
|
Net increase in cash and cash equivalents
|
35,704
|
81,314
|
||||||
|
Cash and cash equivalents at beginning of period
|
40,463
|
29,538
|
||||||
|
Cash and cash equivalents at end of period
|
$
|
76,167
|
$
|
110,852
|
||||
|
Non-cash investing activities:
|
||||||||
|
Foreclosed loans transferred to foreclosed real estate
|
$
|
-
|
$
|
215
|
||||
|
Cash paid during period for:
|
||||||||
|
Interest
|
$
|
1,511
|
$
|
2,094
|
||||
|
Income taxes
|
$
|
1,329
|
$
|
752
|
||||
See notes to consolidated financial statements
Greene County Bancorp, Inc.
At and for the Three Months Ended September 30, 2020 and 2019
|
(1)
|
Basis of Presentation
|
Within the accompanying unaudited consolidated statement of financial condition, and related notes to the consolidated financial statements, June 30, 2020 data was derived from the audited consolidated financial
statements of Greene County Bancorp, Inc. (the “Company”) and its wholly owned subsidiaries, The Bank of Greene County (the “Bank”) and Greene Risk Management, Inc., and the Bank’s wholly owned subsidiaries, Greene County Commercial Bank and Greene
Property Holdings, Ltd. The consolidated financial statements at and for the three months ended September 30, 2020 and 2019 are unaudited.
The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q
and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. To the extent that information and notes required by GAAP for complete financial statements are
contained in or are consistent with the audited financial statements incorporated by reference to Greene County Bancorp, Inc.’s Annual Report on Form 10-K for the year ended June 30, 2020, such information and notes have not been duplicated herein.
In the opinion of management, all adjustments (consisting of only normal recurring items) necessary for a fair presentation of the financial position and results of operations and cash flows at and for the periods presented have been included. The
Company had no reclassifications from amounts in the prior year’s consolidated financial statements to conform to the current year’s presentation. All material inter-company accounts and transactions have been eliminated in the consolidation. The
results of operations and other data for the three months ended September 30, 2020 are not necessarily indicative of results that may be expected for the entire fiscal year ending June 30, 2021. These consolidated financial statements consider
events that occurred through the date the consolidated financial statements were issued.
In December 2019, an outbreak of a novel strain of coronavirus (“COVID-19”) originated in Wuhan, China and has since spread to other countries, including the U.S. On March 11, 2020, the World Health Organization
characterized COVID-19 as a pandemic. In addition, multiple jurisdictions in the U.S. have declared states of emergency. It is anticipated that these impacts will continue for some time. Potential impacts to the Company include disruptions or
restrictions on our employees’ ability to work, lack of demand for new loans or the borrower’s ability to pay the required monthly payments. Changes to the operating environment may also be impacted. Operations include loan applications, processing
or other areas requiring contact with the borrower. These changes may increase operating costs. Further impacts may include increased repurchase risk or loan defaults. The future effects of these issues are unknown.
CRITICAL ACCOUNTING POLICIES
Greene County Bancorp, Inc.’s critical accounting policies relate to the allowance for loan losses and the evaluation of securities for other-than-temporary impairment. The allowance for loan losses is based on
management’s estimation of an amount that is intended to absorb losses in the existing portfolio. The allowance for loan losses is established through a provision for loan losses based on management’s evaluation of the risk inherent in the loan
portfolio, the composition of the portfolio, specific impaired loans and current economic conditions. Such evaluation, which includes a review of all loans for which full collectability may not be reasonably assured, considers among other matters,
the estimated net realizable value or the fair value of the underlying collateral, economic conditions, historical loan loss experience, management’s estimate of probable credit losses and other factors that warrant recognition in providing for the
allowance of loan losses. However, this evaluation involves a high degree of complexity and requires management to make subjective judgments that often require assumptions or estimates about highly uncertain matters. This critical accounting policy
and its application are periodically reviewed with the Audit Committee and the Board of Directors. There have been no significant changes in the application of this critical accounting policy during the three months ended September 30, 2020.
Securities are evaluated for other-than-temporary impairment by performing periodic reviews of individual securities in the investment portfolio. Greene County Bancorp, Inc. makes an assessment to determine whether
there have been any events or economic circumstances to indicate that a security, on which there is an unrealized loss, is impaired on an other-than-temporary basis. The Company considers many factors, including the severity and duration of the
impairment; the intent and ability of the Company to hold the equity security for a period of time sufficient for a recovery in value; recent events specific to the issuer or industry; and for debt securities, the intent to sell the security, the
likelihood to be required to sell the security before it recovers the entire amortized cost, external credit ratings and recent downgrades. The Company is required to record other-than-temporary impairment charges through earnings, if it has the
intent to sell, or will more likely than not be required to sell an impaired debt security before a recovery of its amortized cost basis. In addition, the Company is required to record other-than-temporary impairment charges through earnings for the
amount of credit losses, regardless of the intent or requirement to sell. Credit loss is measured as the difference between the present value of an impaired debt security’s cash flows and its amortized cost basis. Non-credit related write-downs to
fair value must be recorded as decreases to accumulated other comprehensive income as long as the Company has no intent or requirement to sell an impaired security before a recovery of amortized cost basis.
|
(2)
|
Nature of Operations
|
Greene County Bancorp, Inc.’s primary business is the ownership and operation of its subsidiaries, The Bank of Greene County and Greene Risk Management, Inc. The Bank of Greene County has 17 full-service offices and
an operations center and lending center located in its market area within the Hudson Valley and Capital District Regions of New York State. The Bank of Greene County is primarily engaged in the business of attracting deposits from the general public
in The Bank of Greene County’s market area, and investing such deposits, together with other sources of funds, in loans and investment securities. Greene Risk Management, Inc. is a pooled captive insurance company, which provides additional
insurance coverage for the Company and its subsidiaries related to the operations of the Company for which insurance may not be economically feasible. The Bank of Greene County also owns and operates two subsidiaries, Greene County Commercial Bank
and Greene Property Holdings, Ltd. Greene County Commercial Bank’s primary business is to attract deposits from, and provide banking services to, local municipalities. Greene Property Holdings, Ltd. was formed as a New York corporation that has
elected under the Internal Revenue Code to be a real estate investment trust, which holds mortgages and notes which were originated through and serviced by The Bank of Greene County.
|
(3)
|
Use of Estimates
|
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could materially
differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for loan losses and the assessment of other-than-temporary security impairment.
While management uses available information to recognize losses on loans, future additions to the allowance for loan losses (the “Allowance”) may be necessary, based on changes in economic conditions, asset quality or
other factors. In addition, various regulatory authorities, as an integral part of their examination process, periodically review the Allowance. Such authorities may require the Company to recognize additions to the Allowance based on their
judgments of information available to them at the time of their examination.
Greene County Bancorp, Inc. makes an assessment to determine whether there have been any events or economic circumstances to indicate that a security on which there is an unrealized loss is impaired on an
other-than-temporary basis. The Company considers many factors including the severity and duration of the impairment; the intent and ability of the Company to hold the security for a period of time sufficient for a recovery in value; recent events
specific to the issuer or industry; and for debt securities, intent to sell the security, whether it is more likely than not we will be required to sell the security before recovery, whether loss is expected, external credit ratings and recent
downgrades. Securities on which there is an unrealized loss that is deemed to be other-than-temporary are written down to fair value through earnings.
|
(4)
|
Securities
|
Securities at September 30, 2020 consisted of the following:
|
(In thousands)
|
Amortized Cost
|
Gross Unrealized
Gains
|
Gross Unrealized
Losses
|
Estimated
Fair Value
|
||||||||||||
|
Securities available-for-sale:
|
||||||||||||||||
|
State and political subdivisions
|
$
|
188,558
|
$
|
806
|
$
|
-
|
$
|
189,364
|
||||||||
|
Mortgage-backed securities-residential
|
23,331
|
323
|
19
|
23,635
|
||||||||||||
|
Mortgage-backed securities-multi-family
|
51,659
|
1,041
|
147
|
52,553
|
||||||||||||
|
Corporate debt securities
|
4,010
|
165
|
57
|
4,118
|
||||||||||||
|
Total securities available-for-sale
|
267,558
|
2,335
|
223
|
269,670
|
||||||||||||
|
Securities held-to-maturity:
|
||||||||||||||||
|
U.S. government sponsored enterprises
|
2,000
|
4
|
-
|
2,004
|
||||||||||||
|
State and political subdivisions
|
226,465
|
15,040
|
28
|
241,477
|
||||||||||||
|
Mortgage-backed securities-residential
|
32,166
|
950
|
-
|
33,116
|
||||||||||||
|
Mortgage-backed securities-multi-family
|
121,389
|
7,467
|
6
|
128,850
|
||||||||||||
|
Corporate debt securities
|
5,094
|
23
|
65
|
5,052
|
||||||||||||
|
Other securities
|
2,993
|
74
|
-
|
3,067
|
||||||||||||
|
Total securities held-to-maturity
|
390,107
|
23,558
|
99
|
413,566
|
||||||||||||
|
Total securities
|
$
|
657,665
|
$
|
25,893
|
$
|
322
|
$
|
683,236
|
||||||||
Securities at June 30, 2020 consisted of the following:
|
(In thousands)
|
Amortized Cost
|
Gross Unrealized
Gains
|
Gross Unrealized
Losses
|
Estimated
Fair Value
|
||||||||||||
|
Securities available-for-sale:
|
||||||||||||||||
|
U.S. government sponsored enterprises
|
$
|
502
|
$
|
2
|
$
|
-
|
$
|
504
|
||||||||
|
State and political subdivisions
|
176,064
|
1,043
|
-
|
177,107
|
||||||||||||
|
Mortgage-backed securities-residential
|
15,148
|
380
|
-
|
15,528
|
||||||||||||
|
Mortgage-backed securities-multi-family
|
28,116
|
798
|
4
|
28,910
|
||||||||||||
|
Corporate debt securities
|
4,510
|
163
|
13
|
4,660
|
||||||||||||
|
Total securities available-for-sale
|
224,340
|
2,386
|
17
|
226,709
|
||||||||||||
|
Securities held-to-maturity:
|
||||||||||||||||
|
U.S. government sponsored enterprises
|
2,000
|
11
|
-
|
2,011
|
||||||||||||
|
State and political subdivisions
|
210,535
|
14,286
|
3
|
224,818
|
||||||||||||
|
Mortgage-backed securities-residential
|
38,884
|
1,002
|
15
|
39,871
|
||||||||||||
|
Mortgage-backed securities-multi-family
|
127,582
|
6,680
|
21
|
134,241
|
||||||||||||
|
Corporate debt securities
|
2,593
|
7
|
130
|
2,470
|
||||||||||||
|
Other securities
|
2,063
|
38
|
-
|
2,101
|
||||||||||||
|
Total securities held-to-maturity
|
383,657
|
22,024
|
169
|
405,512
|
||||||||||||
|
Total securities
|
$
|
607,997
|
$
|
24,410
|
$
|
186
|
$
|
632,221
|
||||||||
Greene County Bancorp, Inc.’s current policies generally limit securities investments to U.S. Government and securities of government sponsored enterprises, federal funds sold, municipal bonds, corporate debt
obligations and certain mutual funds. In addition, the Company’s policies permit investments in mortgage-backed securities, including securities issued and guaranteed by Fannie Mae, Freddie Mac, and GNMA, and collateralized mortgage obligations
issued by these entities. At September 30, 2020, all mortgage-backed securities including collateralized mortgage obligations were securities of government sponsored enterprises, no private-label mortgage-backed securities or collateralized mortgage
obligations were held in the securities portfolio. The Company’s investments in state and political subdivisions securities generally are municipal obligations that are general obligations supported by the general
taxing authority of the issuer, and in some cases are insured. The obligations issued by school districts are supported by state aid. Primarily, these investments are issued by municipalities within New York State.
The Company’s current securities investment strategy utilizes a risk management approach of diversified investing among three categories: short-, intermediate- and long-term. The emphasis of this approach is to
increase overall investment securities yields while managing interest rate risk. The Company will only invest in high quality securities as determined by management’s analysis at the time of purchase. The Company generally does not engage in any
derivative or hedging transactions, such as interest rate swaps or caps.
The following table shows fair value and gross unrealized losses, aggregated by security category and length of time that individual securities have been in a continuous unrealized loss position, at September 30, 2020.
|
Less Than 12 Months
|
More Than 12 Months
|
Total
|
||||||||||||||||||||||||||||||||||
|
(In thousands, except number of securities)
|
Fair
Value
|
Unrealized Losses
|
Number
of Securities
|
Fair
Value
|
Unrealized Losses
|
Number
of
Securities
|
Fair
Value
|
Unrealized Losses
|
Number
of Securities
|
|||||||||||||||||||||||||||
|
Securities available-for-sale:
|
||||||||||||||||||||||||||||||||||||
|
Mortgage-backed securities-residential
|
$
|
7,228
|
$
|
19
|
2
|
$
|
-
|
$
|
-
|
-
|
$
|
7,228
|
$
|
19
|
2
|
|||||||||||||||||||||
|
Mortgage-backed securities-multi-family
|
10,464
|
147
|
3
|
-
|
-
|
-
|
10,464
|
147
|
3
|
|||||||||||||||||||||||||||
|
Corporate debt securities
|
943
|
57
|
1
|
-
|
-
|
-
|
943
|
57
|
1
|
|||||||||||||||||||||||||||
|
Total securities available-for-sale
|
18,635
|
223
|
6
|
-
|
-
|
-
|
18,635
|
223
|
6
|
|||||||||||||||||||||||||||
|
Securities held-to-maturity:
|
||||||||||||||||||||||||||||||||||||
|
State and political subdivisions
|
4,845
|
28
|
23
|
-
|
-
|
-
|
4,845
|
28
|
23
|
|||||||||||||||||||||||||||
|
Mortgage-backed securities-multi-family
|
3,450
|
6
|
5
|
-
|
-
|
-
|
3,450
|
6
|
5
|
|||||||||||||||||||||||||||
|
Corporate debt securities
|
-
|
-
|
-
|
428
|
65
|
1
|
428
|
65
|
1
|
|||||||||||||||||||||||||||
|
Total securities held-to-maturity
|
8,295
|
34
|
28
|
428
|
65
|
1
|
8,723
|
99
|
29
|
|||||||||||||||||||||||||||
|
Total securities
|
$
|
26,930
|
$
|
257
|
34
|
$
|
428
|
$
|
65
|
1
|
$
|
27,358
|
$
|
322
|
35
|
|||||||||||||||||||||
The following table shows fair value and gross unrealized losses, aggregated by security category and length of time that individual securities have been in a continuous unrealized loss position, at June 30, 2020.
|
Less Than 12 Months
|
More Than 12 Months
|
Total
|
||||||||||||||||||||||||||||||||||
|
(In thousands, except number of securities)
|
Fair
Value
|
Unrealized
Losses
|
Number
of
Securities
|
Fair
Value
|
Unrealized
Losses
|
Number
of
Securities
|
Fair
Value
|
Unrealized
Losses
|
Number
of
Securities
|
|||||||||||||||||||||||||||
|
Securities available-for-sale:
|
||||||||||||||||||||||||||||||||||||
|
Mortgage-backed securities-multi-family
|
$
|
1,051
|
$
|
4
|
1
|
$
|
-
|
$
|
-
|
-
|
$
|
1,051
|
$
|
4
|
1
|
|||||||||||||||||||||
|
Corporate debt securities
|
2,487
|
13
|
3
|
-
|
-
|
-
|
2,487
|
13
|
3
|
|||||||||||||||||||||||||||
|
Total securities available-for-sale
|
3,538
|
17
|
4
|
-
|
-
|
-
|
3,538
|
17
|
4
|
|||||||||||||||||||||||||||
|
Securities held-to-maturity:
|
||||||||||||||||||||||||||||||||||||
|
State and political subdivisions
|
3,336
|
3
|
12
|
-
|
-
|
-
|
3,336
|
3
|
12
|
|||||||||||||||||||||||||||
|
Mortgage-backed securities-residential
|
3,604
|
15
|
2
|
-
|
-
|
-
|
3,604
|
15
|
2
|
|||||||||||||||||||||||||||
|
Mortgage-backed securities-multi-family
|
3,562
|
21
|
3
|
-
|
-
|
-
|
3,562
|
21
|
3
|
|||||||||||||||||||||||||||
|
Corporate debt securities
|
1,103
|
2
|
2
|
361
|
128
|
1
|
1,464
|
130
|
3
|
|||||||||||||||||||||||||||
|
Total securities held-to-maturity
|
11,605
|
41
|
19
|
361
|
128
|
1
|
11,966
|
169
|
20
|
|||||||||||||||||||||||||||
|
Total securities
|
$
|
15,143
|
$
|
58
|
23
|
$
|
361
|
$
|
128
|
1
|
$
|
15,504
|
$
|
186
|
24
|
|||||||||||||||||||||
When the fair value of a held-to-maturity or available-for-sale security is less than its amortized cost basis, an assessment is made as to whether other-than-temporary impairment (“OTTI”) is present. The Company
considers numerous factors when determining whether a potential OTTI exists and the period over which the debt security is expected to recover. The principal factors considered are (1) the length of time and the extent to which the fair value has
been less than the amortized cost basis, (2) the financial condition of the issuer (and guarantor, if any) and adverse conditions specifically related to the security, industry or geographic area, (3) failure of the issuer of the security to make
scheduled interest or principal payments, (4) any changes to the rating of the security by a rating agency, and (5) the presence of credit enhancements, if any, including the guarantee of the federal government or any of its agencies.
For debt securities, OTTI is considered to have occurred if (1) the Company intends to sell the security before recovery of its amortized cost basis, (2) it is more likely than not the Company will be required to sell
the security before recovery of its amortized cost basis, or (3) if the present value of expected cash flows is not sufficient to recover the entire amortized cost basis. In determining the present value of expected cash flows, the Company discounts
the expected cash flows at the effective interest rate implicit in the security at the date of acquisition. In estimating cash flows expected to be collected, the Company uses available information with respect to security prepayment speeds, default
rates and severity. In determining whether OTTI has occurred for equity securities, the Company considers the applicable factors described above and the intent and ability of the Company to retain its investment in the issuer for a period of time
sufficient to allow for any anticipated recovery in fair value.
For debt securities, credit-related OTTI is recognized in earnings while noncredit-related OTTI on securities not expected to be sold is recognized in other comprehensive income/loss (“OCI”). Credit-related OTTI is measured as the difference
between the present value of an impaired security’s expected cash flows and its amortized cost basis. Noncredit-related OTTI is measured as the difference between the fair value of the security and its amortized cost less any credit-related losses
recognized. For securities classified as held-to-maturity, the amount of OTTI recognized in OCI is accreted to the credit-adjusted expected cash flow amounts of the securities over future periods. Management evaluated securities considering the
factors as outlined above, and based on this evaluation the Company does not consider these investments to be other-than-temporarily impaired at September 30, 2020. Management believes that the reasons for the decline in fair value are due to
interest rates, widening credit spreads partially due to COVID-19 concerns and market illiquidity at the reporting date.
There were no transfers of securities available-for-sale to held-to-maturity during the three months ended September 30, 2020 or 2019. During the three months ended September 30, 2020 and 2019, there were no sales of
securities and no gains or losses were recognized. There was no other-than-temporary impairment loss recognized during the three months ended September 30, 2020 and 2019.
The estimated fair values of debt securities at September 30, 2020, by contractual maturity are shown below. Expected maturities may differ from contractual maturities, because issuers may have the right to call or prepay obligations with or
without call or prepayment penalties.
(In thousands)
|
Available-for-sale debt securities
|
Amortized Cost
|
Fair Value
|
||||||
|
Within one year
|
$
|
185,344
|
$
|
186,139
|
||||
|
After one year through five years
|
4,180
|
4,275
|
||||||
|
After five years through ten years
|
1,544
|
1,609
|
||||||
|
After ten years
|
1,500
|
1,459
|
||||||
|
Total available-for-sale debt securities
|
192,568
|
193,482
|
||||||
|
Mortgage-backed securities
|
74,990
|
76,188
|
||||||
|
Total available-for-sale securities
|
267,558
|
269,670
|
||||||
|
Held-to-maturity debt securities
|
||||||||
|
Within one year
|
39,303
|
39,964
|
||||||
|
After one year through five years
|
93,973
|
98,398
|
||||||
|
After five years through ten years
|
61,550
|
66,780
|
||||||
|
After ten years
|
41,726
|
46,458
|
||||||
|
Total held-to-maturity debt securities
|
236,552
|
251,600
|
||||||
|
Mortgage-backed securities
|
153,555
|
161,966
|
||||||
|
Total held-to-maturity securities
|
390,107
|
413,566
|
||||||
|
Total debt securities
|
$
|
657,665
|
$
|
683,236
|
||||
At September 30, 2020 and June 30, 2020, respectively, securities with an aggregate fair value of $667.2 million and $619.3 million were pledged as collateral for deposits in excess
of FDIC insurance limits for various municipalities placing deposits with Greene County Commercial Bank. At September 30, 2020 and June 30, 2020, securities with an aggregate fair value of $4.1 million and $4.7 million, respectively, were pledged as
collateral for potential borrowings at the Federal Reserve Bank discount window. Greene County Bancorp, Inc. did not participate in any securities lending programs during the quarters ended September 30, 2020 or 2019.
Federal Home Loan Bank Stock
Federal law requires a member institution of the Federal Home Loan Bank (“FHLB”) system to hold stock of its district FHLB according to a predetermined formula. This stock is restricted in that it can only be sold to
the FHLB or to another member institution, and all sales of FHLB stock must be at par. As a result of these restrictions, FHLB stock is carried at cost. FHLB stock is held as a long-term investment and its value is determined based on the ultimate
recoverability of the par value. Impairment of this investment is evaluated quarterly and is a matter of judgment that reflects management’s view of the FHLB’s long-term performance, which includes factors such as the following: its operating
performance; the severity and duration of declines in the fair value of its net assets related to its capital stock amount; its commitment to make payments required by law or regulation and the level of such payments in relation to its operating
performance; the impact of legislative and regulatory changes on the FHLB, and accordingly, on the members of the FHLB; and its liquidity and funding position. After evaluating these considerations, Greene County Bancorp, Inc. concluded that the par
value of its investment in FHLB stock will be recovered and, therefore, no other-than-temporary impairment charge was recorded during the three months ended September 30, 2020 or 2019.
|
(5)
|
Loans and Allowance for Loan Losses
|
Loan segments and classes at September 30, 2020 and June 30, 2020 are summarized as follows:
|
(In thousands)
|
September 30, 2020
|
June 30, 2020
|
||||||
|
Residential real estate:
|
||||||||
|
Residential real estate
|
$
|
289,502
|
$
|
279,332
|
||||
|
Residential construction and land
|
9,777
|
11,847
|
||||||
|
Multi-family
|
26,241
|
25,104
|
||||||
|
Commercial real estate:
|
||||||||
|
Commercial real estate
|
415,654
|
381,415
|
||||||
|
Commercial construction
|
71,206
|
74,920
|
||||||
|
Consumer loan:
|
||||||||
|
Home equity
|
20,701
|
22,106
|
||||||
|
Consumer installment
|
5,180
|
4,817
|
||||||
|
Commercial loans
|
210,852
|
213,119
|
||||||
|
Total gross loans
|
1,049,113
|
1,012,660
|
||||||
|
Allowance for loan losses
|
(17,596
|
)
|
(16,391
|
)
|
||||
|
Unearned origination fees and costs, net
|
(2,735
|
)
|
(2,747
|
)
|
||||
|
Loans receivable, net
|
$
|
1,028,782
|
$
|
993,522
|
||||
In early 2020, COVID-19 had spread world-wide and the Federal and state governments have been diligently working to contain the spread. The containment strategies implemented by local governments has had an enormous
impact on the economy and may continue to have a negative impact on borrowers’ ability to make timely loan payments as many businesses are forced to temporarily shut down or operate with limited capacity. Management is monitoring and addressing
the impact on the loan portfolio and working with borrowers.
Management closely monitors the quality of the loan portfolio and has established a loan review process designed to help grade the quality and profitability of the Company’s loan portfolio. The credit quality grade
helps management make a consistent assessment of each loan relationship’s credit risk. Consistent with regulatory guidelines, The Bank of Greene County provides for the classification of loans considered being of lesser quality. Such ratings
coincide with the “Substandard,” “Doubtful” and “Loss” classifications used by federal regulators in their examination of financial institutions. Generally, an asset is considered Substandard if it is inadequately protected by the current net worth
and paying capacity of the obligors and/or the collateral pledged. Substandard assets include those characterized by the distinct possibility that the insured financial institution will sustain some loss if the deficiencies are not corrected. Assets
classified as Doubtful have all the weaknesses inherent in assets classified Substandard with the added characteristic that the weaknesses present make collection or liquidation in full, on the basis of currently existing facts, highly questionable
and improbable. Assets classified as Loss are those considered uncollectible and of such little value that their continuance as assets without the establishment of a full loss reserve and/or charge-off is not warranted. Assets that do not currently
expose the Company to sufficient risk to warrant classification in one of the aforementioned categories but otherwise possess weaknesses are designated “Special Mention.” Management also maintains a listing of loans designated “Watch.” These loans
represent borrowers with declining earnings, strained cash flow, increasing leverage and/or weakening market fundamentals that indicate above average risk.
When The Bank of Greene County classifies problem assets as either Substandard or Doubtful, it generally establishes a specific valuation allowance or “loss reserve” in an amount deemed prudent by management. General
allowances represent loss allowances that have been established to recognize the inherent risk associated with lending activities, but which, unlike specific allowances, have not been allocated to particular loans. When The Bank of Greene County
identifies problem loans as being impaired, it is required to evaluate whether the Bank will be able to collect all amounts due either through repayments or the liquidation of the underlying collateral. If it is determined that impairment exists,
the Bank is required either to establish a specific allowance for losses equal to the amount of impairment of the assets, or to charge-off such amount. The Bank of Greene County’s determination as to the classification of its loans and the amount of
its valuation allowance is subject to review by its regulatory agencies, which can order the establishment of additional general or specific loss allowances. The Bank of Greene County reviews its portfolio monthly to determine whether any assets
require classification in accordance with applicable regulations.
The Bank primarily has four segments within its loan portfolio that it considers when measuring credit quality: residential real estate loans, commercial real estate loans, consumer loans and commercial loans. The
residential real estate portfolio consists of residential, construction, and multi-family loan classes. Commercial real estate loans consist of commercial real estate and commercial construction loan classes. Consumer loans consist of home equity
loan and consumer installment loan classes. The inherent risk within the loan portfolio varies depending upon each of these loan types.
The Bank of Greene County’s primary lending activity historically has been the origination of residential mortgage loans, including home equity loans, which are collateralized by residences. Generally, residential
mortgage loans are made in amounts up to 85.0% of the appraised value of the property. In the event of default by the borrower, The Bank of Greene County will acquire and liquidate the underlying collateral. By originating the loan at a
loan-to-value ratio of 85.0% or less, The Bank of Greene County limits its risk of loss in the event of default. However, the market values of the collateral may be adversely impacted by declines in the economy. Home equity loans may have an
additional inherent risk if The Bank of Greene County does not hold the first mortgage. The Bank of Greene County may stand in a secondary position in the event of collateral liquidation resulting in a greater chance of insufficiency to meet all
obligations.
Construction lending generally involves a greater degree of risk than other residential mortgage lending. The repayment of the construction loan is, to a great degree, dependent upon the successful and timely
completion of the construction of the subject property within specified cost limits. The Bank of Greene County completes inspections during the construction phase prior to any disbursements. The Bank of Greene County limits its risk during the
construction as disbursements are not made until the required work for each advance has been completed. Construction delays may further impair the borrower’s ability to repay the loan.
Loans collateralized by commercial real estate, and multi-family dwellings, such as apartment buildings generally are larger than residential loans and involve a greater degree of risk. Commercial real estate loans
often involve large loan balances to single borrowers or groups of related borrowers. Payments on these loans depend to a large degree on the results of operations and management of the properties or underlying businesses, and may be affected to a
greater extent by adverse conditions in the real estate market or the economy in general. Accordingly, the nature of commercial real estate loans makes them more difficult for management to monitor and evaluate.
Consumer loans generally have shorter terms and higher interest rates than residential mortgage loans. In addition, consumer loans expand the products and services offered by The Bank of Greene County to better meet
the financial services needs of its customers. Consumer loans generally involve greater credit risk than residential mortgage loans because of the difference in the nature of the underlying collateral. Repossessed collateral for a defaulted
consumer loan may not provide an adequate source of repayment of the outstanding loan balance because of the greater likelihood of damage, loss or depreciation in the underlying collateral. The remaining deficiency often does not warrant further
substantial collection efforts against the borrower beyond obtaining a deficiency judgment. In addition, consumer loan collections depend on the borrower’s personal financial stability. Furthermore, the application of various federal and state laws,
including federal and state bankruptcy and insolvency laws, may limit the amount that can be recovered on such loans.
Commercial lending generally involves greater risk than residential mortgage lending and involves risks that are different from those associated with residential and commercial real estate mortgage lending. Real estate lending is generally
considered to be collateral-based, with loan amounts based on fixed loan-to-collateral values, and liquidation of the underlying real estate collateral is viewed as the primary source of repayment in the event of borrower default. Although
commercial loans may be collateralized by equipment or other business assets, the liquidation of collateral in the event of a borrower default is often an insufficient source of repayment because equipment and other business assets may be obsolete
or of limited use, among other things. Accordingly, the repayment of a commercial loan depends primarily on the creditworthiness of the borrower (and any guarantors), while liquidation of collateral is a secondary and often insufficient source of
repayment. Over the past few years, The Bank of Greene County has shifted more focus on the origination of commercial loans including commercial real estate. The Bank of Greene County has also formed relationships with other community banks
within our region to participate in larger commercial loan relationships. These types of loans are generally considered to be riskier due to the size and complexity of the loan relationship. By entering into a participation agreement with the
other bank, The Bank of Greene County can obtain the loan relationship while limiting its exposure to credit loss. Management completes its due diligence in underwriting these loans and monitors the servicing of these loans. During the quarter
ended September 30, 2020, the Company had outstanding $100.5 million in PPP loans which are unsecured commercial loans and are 100% guaranteed by the Small Business Administration.
Loan balances by internal credit quality indicator at September 30, 2020 are shown below.
|
(In thousands)
|
Performing
|
Watch
|
Special Mention
|
Substandard
|
Total
|
|||||||||||||||
|
Residential real estate
|
$
|
285,478
|
$
|
615
|
$
|
82
|
$
|
3,327
|
$
|
289,502
|
||||||||||
|
Residential construction and land
|
9,777
|
-
|
-
|
-
|
9,777
|
|||||||||||||||
|
Multi-family
|
24,480
|
-
|
1,641
|
120
|
26,241
|
|||||||||||||||
|
Commercial real estate
|
398,526
|
-
|
13,075
|
4,053
|
415,654
|
|||||||||||||||
|
Commercial construction
|
64,130
|
-
|
6,974
|
102
|
71,206
|
|||||||||||||||
|
Home equity
|
20,127
|
-
|
-
|
574
|
20,701
|
|||||||||||||||
|
Consumer installment
|
5,180
|
-
|
-
|
-
|
5,180
|
|||||||||||||||
|
Commercial loans
|
201,883
|
24
|
3,722
|
5,223
|
210,852
|
|||||||||||||||
|
Total gross loans
|
$
|
1,009,581
|
$
|
639
|
$
|
25,494
|
$
|
13,399
|
$
|
1,049,113
|
||||||||||
Loan balances by internal credit quality indicator at June 30, 2020 are shown below.
|
(In thousands)
|
Performing
|
Watch
|
Special
Mention
|
Substandard
|
Total
|
|||||||||||||||
|
Residential real estate
|
$
|
274,973
|
$
|
626
|
$
|
996
|
$
|
2,737
|
$
|
279,332
|
||||||||||
|
Residential construction and land
|
11,847
|
-
|
-
|
-
|
11,847
|
|||||||||||||||
|
Multi-family
|
23,336
|
-
|
1,645
|
123
|
25,104
|
|||||||||||||||
|
Commercial real estate
|
364,884
|
-
|
13,189
|
3,342
|
381,415
|
|||||||||||||||
|
Commercial construction
|
67,844
|
-
|
6,974
|
102
|
74,920
|
|||||||||||||||
|
Home equity
|
21,466
|
-
|
-
|
640
|
22,106
|
|||||||||||||||
|
Consumer installment
|
4,792
|
25
|
-
|
-
|
4,817
|
|||||||||||||||
|
Commercial loans
|
210,031
|
50
|
2,675
|
363
|
213,119
|
|||||||||||||||
|
Total gross loans
|
$
|
979,173
|
$
|
701
|
$
|
25,479
|
$
|
7,307
|
$
|
1,012,660
|
||||||||||
The Company had no loans classified doubtful or loss at September 30, 2020 and June 30, 2020. Loans classified as substandard or special mention totaled $38.9 million at September 30, 2020, compared to $32.8 million at June 30, 2020, an
increase of $6.1 million. The increase in classified loans was primarily in loans classified as substandard and was due primarily to a deterioration of borrowers’ cash flow in their most recent financial statements. These newly classified loans
were all performing as of September 30, 2020.
Nonaccrual Loans
Management places loans on nonaccrual status once the loans have become 90 days or more delinquent. A nonaccrual loan is defined as a loan in which collectability is questionable and therefore interest on the loan
will no longer be recognized on an accrual basis. A loan is not placed back on accrual status until the borrower has demonstrated the ability and willingness to make timely payments on the loan. A loan does not have to be 90 days delinquent in
order to be classified as nonaccrual. Nonaccrual loans consisted primarily of loans secured by real estate at September 30, 2020 and June 30, 2020. Loans on nonaccrual status totaled $4.3 million at September 30, 2020 of which $1.5 million were in
the process of foreclosure. At September 30, 2020, there were 9 residential loans in the process of foreclosure totaling $1.2 million. Included in nonaccrual loans were $1.1 million of loans which were less than
90 days past due at September 30, 2020, but have a recent history of delinquency greater than 90 days past due. These loans will be returned to accrual status once they have demonstrated a history of timely payments. Loans on nonaccrual status
totaled $4.1 million at June 30, 2020 of which $1.3 million were in the process of foreclosure. At June 30, 2020, there were eight residential loans in the process of foreclosure totaling $1.0 million. Included in nonaccrual loans were $1.4 million
of loans which were less than 90 days past due at June 30, 2020, but have a recent history of delinquency greater than 90 days past due.
The following table sets forth information regarding delinquent and/or nonaccrual loans at September 30, 2020:
|
(In thousands)
|
30-59 days
past due
|
60-89 days
past due
|
90 days
or more
past due
|
Total
past due
|
Current
|
Total Loans
|
Loans on
Non-accrual
|
|||||||||||||||||||||
|
Residential real estate
|
$
|
1,677 1,677
|
$
|
367
|
$
|
1,736
|
$
|
3,780
|
$
|
285,722
|
$
|
289,502
|
$
|
2,274
|
||||||||||||||
|
Residential construction and land
|
-
|
-
|
-
|
-
|
9,777
|
9,777
|
-
|
|||||||||||||||||||||
|
Multi-family
|
-
|
-
|
148
|
148
|
26,093
|
26,241
|
148
|
|||||||||||||||||||||
|
Commercial real estate
|
47
|
300
|
478
|
825
|
414,829
|
415,654
|
870
|
|||||||||||||||||||||
|
Commercial construction
|
-
|
-
|
-
|
-
|
71,206
|
71,206
|
-
|
|||||||||||||||||||||
|
Home equity
|
56
|
-
|
237
|
293
|
20,408
|
20,701
|
253
|
|||||||||||||||||||||
|
Consumer installment
|
61
|
-
|
-
|
61
|
5,119
|
5,180
|
-
|
|||||||||||||||||||||
|
Commercial loans
|
585
|
46
|
673
|
1,304
|
209,548
|
210,852
|
802
|
|||||||||||||||||||||
|
Total gross loans
|
$
|
2,426
|
$
|
713
|
$
|
3,272
|
$
|
6,411
|
$
|
1,042,702
|
$
|
1,049,113
|
$
|
4,347
|
||||||||||||||
The following table sets forth information regarding delinquent and/or nonaccrual loans at June 30, 2020:
|
(In thousands)
|
30-59
days
past due
|
60-89
days
past due
|
90 days
or more
past due
|
Total
past due
|
Current
|
Total Loans
|
Loans on
Non-accrual
|
|||||||||||||||||||||
|
Residential real estate
|
$
|
871
|
$
|
345
|
$
|
1,691
|
$
|
2,907
|
$
|
276,425
|
$
|
279,332
|
$
|
2,513
|
||||||||||||||
|
Residential construction and land
|
-
|
-
|
-
|
-
|
11,847
|
11,847
|
-
|
|||||||||||||||||||||
|
Multi-family
|
-
|
-
|
151
|
151
|
24,953
|
25,104
|
151
|
|||||||||||||||||||||
|
Commercial real estate
|
393
|
189
|
374
|
956
|
380,459
|
381,415
|
781
|
|||||||||||||||||||||
|
Commercial construction
|
-
|
-
|
-
|
-
|
74,920
|
74,920
|
-
|
|||||||||||||||||||||
|
Home equity
|
29
|
-
|
238
|
267
|
21,839
|
22,106
|
319
|
|||||||||||||||||||||
|
Consumer installment
|
36
|
25
|
-
|
61
|
4,756
|
4,817
|
-
|
|||||||||||||||||||||
|
Commercial loans
|
48
|
72
|
245
|
365
|
212,754
|
213,119
|
313
|
|||||||||||||||||||||
|
Total gross loans
|
$
|
1,377
|
$
|
631
|
$
|
2,699
|
$
|
4,707
|
$
|
1,007,953
|
$
|
1,012,660
|
$
|
4,077
|
||||||||||||||
The Bank of Greene County had no accruing loans delinquent more than 90 days at September 30, 2020 or June 30, 2020, respectively. The loans delinquent more than 90 days and accruing consist of loans that are well
collateralized and the borrowers have demonstrated the ability and willingness to pay. The borrower has made arrangements with the Bank to bring the loan current within a specified time period and has made a series of payments as agreed.
The table below details additional information related to nonaccrual loans for the three months ended September 30:
|
(In thousands)
|
2020
|
2019
|
||||||
|
Interest income that would have been recorded if loans had been performing in accordance with original terms
|
$
|
135
|
$
|
101
|
||||
|
Interest income that was recorded on nonaccrual loans
|
38
|
50
|
||||||
In order to assist borrowers through the COVID-19 pandemic, The Bank of Greene County has instituted a loan deferment program whereby short-term deferral of payments (3-6 months) were provided. Payment deferrals
consisted of either principal deferrals or full payment deferrals. Based on guidance provided by bank regulators on March 22, 2020 regarding deferrals granted due to COVID-19, these have not been reported as delinquent and we will continue to
recognize interest income during the deferral period. At September 30, 2020, there were no loans in nonaccrual that previously participated in this loan deferment program due to COVID-19.
Impaired Loan Analysis
The Company identifies impaired loans and measures the impairment in accordance with FASB ASC subtopic “Receivables – Loan Impairment.” Management may consider a loan impaired
once it is classified as nonaccrual and when it is probable that the borrower will be unable to repay the loan according to the original contractual terms of the loan agreement or the loan is restructured in a troubled debt restructuring. It should
be noted that management does not evaluate all loans individually for impairment. Generally, The Bank of Greene County considers residential mortgages, home equity loans and installment loans as small, homogeneous loans, which are evaluated for
impairment collectively based on historical loan experience and other factors. In contrast, large commercial mortgage, construction, multi-family, business loans and select larger balance residential mortgage loans are reviewed individually and
considered impaired if it is probable that The Bank of Greene County will not be able to collect scheduled payments of principal and interest when due, according to the contractual terms of the loan agreement. The measurement of impaired loans is
generally based on the fair value of the underlying collateral. The majority of The Bank of Greene County loans, including most nonaccrual loans, are small homogenous loan types adequately supported by collateral. Management considers the payment
status of loans in the process of evaluating the adequacy of the allowance for loan losses among other factors. Based on this evaluation, a delinquent loan’s risk rating may be downgraded to either pass-watch, special mention, or substandard, and
the allocation of the allowance for loan loss is based upon the risk associated with such designation. Loans that have been modified as a troubled debt restructuring are included in impaired loans. The measurement of impairment is generally based
on the discounted cash flows based on the original rate of the loan before the restructuring, unless it is determined that the restructured loan is collateral dependent. If the restructured loan is deemed to be collateral dependent, impairment is
based on the fair value of the underlying collateral.
The tables below detail additional information on impaired loans at the date or periods indicated:
|
At September 30, 2020
|
For the three months ended
September 30, 2020
|
|||||||||||||||||||
|
(In thousands)
|
Recorded Investment
|
Unpaid
Principal
|
Related Allowance
|
Average
Recorded Investment
|
Interest
Income Recognized
|
|||||||||||||||
|
With no related allowance recorded:
|
||||||||||||||||||||
|
Residential real estate
|
$
|
399
|
$
|
399
|
$
|
-
|
$
|
402
|
$
|
5
|
||||||||||
|
Multi-family
|
120
|
120
|
-
|
121
|
-
|
|||||||||||||||
|
Commercial real estate
|
332
|
332
|
-
|
335
|
1
|
|||||||||||||||
|
Home equity
|
128
|
128
|
-
|
128
|
-
|
|||||||||||||||
|
Commercial loans
|
275
|
275
|
-
|
277
|
-
|
|||||||||||||||
|
Total impaired loans with no allowance
|
1,254
|
1,254
|
-
|
1,263
|
6
|
|||||||||||||||
|
With an allowance recorded:
|
||||||||||||||||||||
|
Residential real estate
|
1,382
|
1,382
|
126
|
1,385
|
5
|
|||||||||||||||
|
Commercial construction
|
102
|
102
|
15
|
102
|
-
|
|||||||||||||||
|
Home equity
|
430
|
430
|
73
|
430
|
4
|
|||||||||||||||
|
Total impaired loans with allowance
|
1,914
|
1,914
|
214
|
1,917
|
9
|
|||||||||||||||
|
Total impaired:
|
||||||||||||||||||||
|
Residential real estate
|
1,781
|
1,781
|
126
|
1,787
|
10
|
|||||||||||||||
|
Multi-family
|
120
|
120
|
-
|
121
|
-
|
|||||||||||||||
|
Commercial real estate
|
332
|
332
|
-
|
335
|
1
|
|||||||||||||||
|
Commercial construction
|
102
|
102
|
15
|
102
|
-
|
|||||||||||||||
|
Home equity
|
558
|
558
|
73
|
558
|
4
|
|||||||||||||||
|
Commercial loans
|
275
|
275
|
-
|
277
|
-
|
|||||||||||||||
|
Total impaired loans
|
$
|
3,168
|
$
|
3,168
|
$
|
214
|
$
|
3,180
|
$
|
15
|
||||||||||
|
As of June 30, 2020
|
For the three months ended September 30, 2019
|
|||||||||||||||||||
|
(In thousands)
|
Recorded Investment
|
Unpaid Principal
|
Related Allowance
|
Average Recorded Investment
|
Interest Income Recognized
|
|||||||||||||||
|
With no related allowance recorded:
|
||||||||||||||||||||
|
Residential real estate
|
$
|
868
|
$
|
868
|
$
|
-
|
$
|
692
|
$
|
30
|
||||||||||
|
Multi-family
|
123
|
123
|
-
|
-
|
-
|
|||||||||||||||
|
Commercial real estate
|
344
|
344
|
-
|
704
|
7
|
|||||||||||||||
|
Home equity
|
128
|
128
|
-
|
266
|
-
|
|||||||||||||||
|
Commercial loans
|
145
|
145
|
-
|
137
|
-
|
|||||||||||||||
|
Impaired loans with no allowance
|
1,608
|
1,608
|
-
|
1,799
|
37
|
|||||||||||||||
|
With an allowance recorded:
|
||||||||||||||||||||
|
Residential real estate
|
995
|
995
|
127
|
1,087
|
24
|
|||||||||||||||
|
Multi-family
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||||
|
Commercial real estate
|
-
|
-
|
-
|
-
|
-
|
|||||||||||||||
|
Commercial construction
|
102
|
102
|
15
|
102
|
-
|
|||||||||||||||
|
Home equity
|
431
|
431
|
73
|
330
|
5
|
|||||||||||||||
|
Commercial Loans
|
134
|
134
|
13
|
130
|
1
|
|||||||||||||||
|
Impaired loans with allowance
|
1,662
|
1,662
|
228
|
1,649
|
30
|
|||||||||||||||
|
Total impaired:
|
||||||||||||||||||||
|
Residential real estate
|
1,863
|
1,863
|
127
|
1,779
|
54
|
|||||||||||||||
|
Multi-family
|
123
|
123
|
-
|
-
|
-
|
|||||||||||||||
|
Commercial real estate
|
344
|
344
|
-
|
704
|
7
|
|||||||||||||||
|
Commercial construction
|
102
|
102
|
15
|
102
|
-
|
|||||||||||||||
|
Home equity
|
559
|
559
|
73
|
596
|
5
|
|||||||||||||||
|
Commercial loans
|
279
|
279
|
13
|
267
|
1
|
|||||||||||||||
|
Total impaired loans
|
$
|
3,270
|
$
|
3,270
|
$
|
228
|
$
|
3,448
|
$
|
67
|
||||||||||
There were no loans that have been modified as a troubled debt restructuring during the three months ended September 30, 2020 or 2019. There were no loans that had been modified as a troubled debt restructuring
during the twelve months prior to June 30, 2020 or 2019 which have subsequently defaulted during the three months ended September 30, 2020 or 2019, respectively.
The Bank of Greene County continues working with borrowers through the current pandemic. During fiscal 2020, the Company instituted a loan deferment program whereby short-term deferral of payments (3-6 months) were
provided. At September 30, 2020, the Company still had $67.4 million or 201 loans on payment deferral as a result of the pandemic, which is down from $193.5 million or 706 loans at June 30, 2020. Based on guidance provided by bank regulators on
March 22, 2020 regarding deferrals granted due to COVID-19, we have not reported these loans as delinquent and will continue to recognize interest income during the deferral period. These loans will be closely monitored to determine collectability
and accrual and delinquency status will be updated as deemed appropriate.
Under Section 4013 of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), loans less than 30 days past due as of December 31, 2019 will be considered current for COVID-19 modifications. A financial
institution can then suspend the requirements under GAAP for loan modifications related to COVID-19 that would otherwise be categorized as a troubled debt restructuring (“TDR”), and suspend any determination of a loan modified as a result of COVID-19
as being a TDR, including the requirement to determine impairment for accounting purposes. Financial institutions wishing to utilize this authority must make a policy election, which applies to any COVID-19 modification made between March 1, 2020 and
the earlier of either December 31, 2020 or the 60th day after the end of the COVID-19 national emergency. Similarly, the Financial Accounting Standards Board has confirmed that short-term modifications made on a good-faith basis in response to
COVID-19 to loan customers who were current prior to any relief are not TDRs. Lastly, prior to the enactment of the CARES Act, the banking regulatory agencies provided guidance as to how certain short-term modifications would not be considered TDRs,
and have subsequently confirmed that such guidance could be applicable for loans that do not qualify for favorable accounting treatment under Section 4013 of the CARES Act. Based on this guidance, the Company does not believe that TDRs will
significantly change as a result of the modifications granted.
Allowance for Loan Losses
The allowance for loan losses is established through a provision for loan losses based on management’s evaluation of the risk inherent in the loan portfolio, the composition of the loan portfolio, specific impaired
loans and current economic conditions. Such evaluation, which includes a review of certain identified loans on which full collectability may not be reasonably assured, considers among other matters, the estimated net realizable value or the fair
value of the underlying collateral, economic conditions, payment status of the loan, historical loan loss experience and other factors that warrant recognition in providing for the loan loss allowance. In addition, various regulatory agencies, as an
integral part of their examination process, periodically review The Bank of Greene County’s allowance for loan losses. Such agencies may require The Bank of Greene County to recognize additions to the allowance based on their judgment about
information available to them at the time of their examination. The Bank of Greene County considers smaller balance residential mortgages, home equity loans, commercial loans and installment loans to customers as small, homogeneous loans, which are
evaluated for impairment collectively based on historical loss experience. Larger balance residential, commercial mortgage and business loans are viewed individually and considered impaired if it is probable that The Bank of Greene County will not
be able to collect scheduled payments of principal and interest when due, according to the contractual terms of the loan agreements. The measurement of impaired loans is generally based on the fair value of the underlying collateral. The Bank of
Greene County charges loans off against the allowance for credit losses when it becomes evident that a loan cannot be collected within a reasonable amount of time or that it will cost the Bank more than it will receive, and all possible avenues of
repayment have been analyzed, including the potential of future cash flow, the value of the underlying collateral, and strength of any guarantors or co-borrowers. Generally, consumer loans and smaller commercial loans (not secured by real estate) in
excess of 90 days are charged-off against the allowance for loan losses, unless equitable arrangements are made. Included within consumer installment loan charge-offs and recoveries are deposit accounts that have been overdrawn in excess of 60 days.
With continued growth in the number of deposit accounts, charge-off activity within this category has also grown, as can be seen from the tables below. For loans secured by real estate, a charge-off is recorded when it is determined that the
collection of all or a portion of a loan may not be collected and the amount of that loss can be reasonably estimated. The allowance for loan losses is increased by a provision for loan losses (which results in a charge to expense) and recoveries of
loans previously charged off and is reduced by charge-offs.
The Bank of Greene County recognizes that strategies put in place to assist borrowers through the COVID-19 pandemic may not be sufficient to fully mitigate the impact to borrowers and that it is likely that a portion
of the loan portfolio will default and result in losses to The Bank of Greene County. As a result, The Bank of Greene County has increased its provision for loan losses for the three months ended September 30, 2020 to $1.2 million from $551,000 for
the three months ended September 30, 2019. Much uncertainty remains regarding the duration of the containment strategies and the overall impact to the economy and to local businesses. Management is closely monitoring the changes within its economic
environment, stress testing the loan portfolio under various scenarios, and adjusting the allowance for loan loss as necessary to remain adequately reserved.
The following tables set forth the activity and allocation of the allowance for loan losses by loan category during and at the periods indicated. The allowance is allocated to each loan category based on historical
loss experience and economic conditions.
|
Activity for the three months ended September 30, 2020
|
||||||||||||||||||||
|
(In thousands)
|
Balance June 30,
2020
|
Charge-offs
|
Recoveries
|
Provision
|
Balance
September 30,
2020
|
|||||||||||||||
|
Residential real estate
|
$
|
2,091
|
$
|
-
|
$
|
3
|
$
|
(631
|
)
|
$
|
1,463
|
|||||||||
|
Residential construction and land
|
141
|
-
|
-
|
(23
|
)
|
118
|
||||||||||||||
|
Multi-family
|
176
|
-
|
-
|
4
|
180
|
|||||||||||||||
|
Commercial real estate
|
8,634
|
-
|
-
|
750
|
9,384
|
|||||||||||||||
|
Commercial construction
|
2,053
|
-
|
-
|
(92
|
)
|
1,961
|
||||||||||||||
|
Home equity
|
295
|
-
|
-
|
(23
|
)
|
272
|
||||||||||||||
|
Consumer installment
|
197
|
61
|
20
|
194
|
350
|
|||||||||||||||
|
Commercial loans
|
2,804
|
-
|
-
|
1,064
|
3,868
|
|||||||||||||||
|
Total
|
$
|
16,391
|
$
|
61
|
$
|
23
|
$
|
1,243
|
$
|
17,596
|
||||||||||
|
Allowance for Loan Losses
|
Loans Receivable
|
|||||||||||||||
|
Ending Balance At September 30, 2020
Impairment Analysis
|
Ending Balance At September 30, 2020
Impairment Analysis
|
|||||||||||||||
|
(In thousands)
|
Individually
Evaluated
|
Collectively
Evaluated
|
Individually
Evaluated
|
Collectively Evaluated
|
||||||||||||
|
Residential real estate
|
$
|
126
|
$
|
1,337
|
$
|
1,781
|
$
|
287,721
|
||||||||
|
Residential construction and land
|
-
|
118
|
-
|
9,777
|
||||||||||||
|
Multi-family
|
-
|
180
|
120
|
26,121
|
||||||||||||
|
Commercial real estate
|
-
|
9,384
|
332
|
415,322
|
||||||||||||
|
Commercial construction
|
15
|
1,946
|
102
|
71,104
|
||||||||||||
|
Home equity
|
73
|
199
|
558
|
20,143
|
||||||||||||
|
Consumer installment
|
-
|
350
|
-
|
5,180
|
||||||||||||
|
Commercial loans
|
-
|
3,868
|
275
|
210,577
|
||||||||||||
|
Total
|
$
|
214
|
$
|
17,382
|
$
|
3,168
|
$
|
1,045,945
|
||||||||
|
Activity for the three months ended September 30, 2019
|
||||||||||||||||||||
|
(In thousands)
|
Balance at
June 30, 2019
|
Charge-offs
|
Recoveries
|
Provision
|
Balance at
September 30,
2019
|
|||||||||||||||
|
Residential real estate
|
$
|
2,026
|
$
|
53
|
$
|
-
|
$
|
(461
|
)
|
$
|
1,512
|
|||||||||
|
Residential construction and land
|
87
|
-
|
-
|
12
|
99
|
|||||||||||||||
|
Multi-family
|
180
|
-
|
-
|
25
|
205
|
|||||||||||||||
|
Commercial real estate
|
7,110
|
-
|
-
|
49
|
7,159
|
|||||||||||||||
|
Commercial construction
|
872
|
-
|
-
|
419
|
1,291
|
|||||||||||||||
|
Home equity
|
314
|
-
|
-
|
(7
|
)
|
307
|
||||||||||||||
|
Consumer installment
|
250
|
109
|
24
|
154
|
319
|
|||||||||||||||
|
Commercial loans
|
2,361
|
199
|
30
|
360
|
2,552
|
|||||||||||||||
|
Total
|
$
|
13,200
|
$
|
361
|
$
|
54
|
$
|
551
|
$
|
13,444
|
||||||||||
|
Allowance for Loan Losses
|
Loans Receivable
|
|||||||||||||||
|
Ending Balance June 30, 2020
Impairment Analysis
|
Ending Balance June 30, 2020
Impairment Analysis
|
|||||||||||||||
|
(In thousands)
|
Individually
Evaluated
|
Collectively Evaluated
|
Individually Evaluated
|
Collectively Evaluated
|
||||||||||||
|
Residential real estate
|
$
|
127
|
$
|
1,964
|
$
|
1,863
|
$
|
277,469
|
||||||||
|
Residential construction and land
|
-
|
141
|
-
|
11,847
|
||||||||||||
|
Multi-family
|
-
|
176
|
123
|
24,981
|
||||||||||||
|
Commercial real estate
|
-
|
8,634
|
344
|
381,071
|
||||||||||||
|
Commercial construction
|
15
|
2,038
|
102
|
74,818
|
||||||||||||
|
Home equity
|
73
|
222
|
559
|
21,547
|
||||||||||||
|
Consumer installment
|
-
|
197
|
-
|
4,817
|
||||||||||||
|
Commercial loans
|
13
|
2,791
|
279
|
212,840
|
||||||||||||
|
Total
|
$
|
228
|
$
|
16,163
|
$
|
3,270
|
$
|
1,009,390
|
||||||||
Foreclosed real estate (FRE)
FRE consists of properties acquired through mortgage loan foreclosure proceedings or in full or partial satisfaction of loans. At September 30, 2020 and June 30, 2020, the Company had no FRE.
|
(6)
|
Fair Value Measurements and Fair Value of Financial Instruments
|
Management uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent weaknesses in any estimation technique. Therefore, for substantially all financial
instruments, the fair value estimates herein are not necessarily indicative of the amounts the Company could have realized in a sale transaction on the dates indicated. The estimated fair value amounts have been measured at September 30, 2020 and
June 30, 2020 and have not been re-evaluated or updated for purposes of these consolidated financial statements subsequent to those respective dates. As such, the estimated fair values of these financial instruments subsequent to the respective
reporting dates may be different than the amounts reported at each period-end.
The following information should not be interpreted as an estimate of the fair value of the entire Company since a fair value calculation is only provided for a limited portion of the Company’s assets and liabilities.
Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.
The FASB ASC Topic on “Fair Value Measurement” established a fair value hierarchy that prioritized the inputs to valuation techniques used to measure fair value. The hierarchy
gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy
are as follows:
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability.
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity).
An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.
For assets measured at fair value on a recurring basis, the fair value measurements by level within the fair value hierarchy used are as follows:
|
Fair Value Measurements Using
|
||||||||||||||||
|
September 30, 2020
|
Quoted Prices
In Active Markets For
Identical Assets
|
Significant
Other Observable
Inputs
|
Significant
Unobservable
Inputs
|
|||||||||||||
|
(In thousands)
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
|||||||||||||
|
Assets:
|
||||||||||||||||
|
State and political subdivisions
|
189,364
|
-
|
189,364
|
-
|
||||||||||||
|
Mortgage-backed securities-residential
|
23,635
|
-
|
23,635
|
-
|
||||||||||||
|
Mortgage-backed securities-multi-family
|
52,553
|
-
|
52,553
|
-
|
||||||||||||
|
Corporate debt securities
|
4,118
|
4,118
|
-
|
-
|
||||||||||||
|
Securities available-for-sale
|
269,670
|
$
|
4,118
|
$
|
265,552
|
-
|
||||||||||
|
Equity securities
|
273
|
273
|
-
|
-
|
||||||||||||
|
Total securities measured at fair value
|
$
|
269,943
|
$
|
4,391
|
$
|
265,552
|
$
|
-
|
||||||||
|
Fair Value Measurements Using
|
||||||||||||||||
|
Quoted Prices
In Active Markets For
Identical Assets
|
Significant
Other Observable
Inputs
|
Significant
Unobservable
Inputs
|
||||||||||||||
|
(In thousands)
|
June 30, 2020
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
||||||||||||
|
Assets:
|
||||||||||||||||
|
U.S. Government sponsored enterprises
|
$
|
504
|
$
|
-
|
$
|
504
|
$
|
-
|
||||||||
|
State and political subdivisions
|
177,107
|
-
|
177,107
|
-
|
||||||||||||
|
Mortgage-backed securities-residential
|
15,528
|
-
|
15,528
|
-
|
||||||||||||
|
Mortgage-backed securities-multi-family
|
28,910
|
-
|
28,910
|
-
|
||||||||||||
|
Corporate debt securities
|
4,660
|
4,660
|
-
|
-
|
||||||||||||
|
Securities available-for-sale
|
226,709
|
4,660
|
222,049
|
-
|
||||||||||||
|
Equity securities
|
267
|
267
|
-
|
-
|
||||||||||||
|
Total securities measured at fair value
|
$
|
226,976
|
$
|
4,927
|
$
|
222,049
|
$
|
-
|
||||||||
Certain investments that are actively traded and have quoted market prices have been classified as Level 1 valuations. Other available-for-sale investment securities have been valued by reference to prices for similar
securities or through model-based techniques in which all significant inputs are observable and, therefore, such valuations have been classified as Level 2. In addition to disclosures of the fair value of assets on a recurring basis, FASB ASC Topic
on “Fair Value Measurement” requires disclosures for assets and liabilities measured at fair value on a nonrecurring basis, such as impaired assets, in the period in which a re-measurement at fair value is
performed. Loans are generally not recorded at fair value on a recurring basis. Periodically, the Company records nonrecurring adjustments to the carrying value of loans based on fair value measurements for partial charge-offs of the uncollectible
portions of those loans. Nonrecurring adjustments also include certain impairment amounts for collateral-dependent loans calculated as required by the “Receivables –Loan Impairment” subtopic of the FASB ASC
when establishing the allowance for credit losses. Impaired loans are those loans in which the Company has measured impairment based on the fair value of the loan’s collateral or the discounted value of expected future cash flows. Fair value is
generally determined based upon market value evaluations by third parties of the properties and/or estimates by management of working capital collateral or discounted cash flows based upon expected proceeds. These appraisals may include up to three
approaches to value: the sales comparison approach, the income approach (for income-producing property), and the cost approach. Management modifies the appraised values, if needed, to take into account recent developments in the market or other
factors, such as, changes in absorption rates or market conditions from the time of valuation and anticipated sales values considering management’s plans for disposition. Such modifications to the appraised values could result in lower valuations of
such collateral. Estimated costs to sell are based on current amounts of disposal costs for similar assets. These measurements are classified as Level 3 within the valuation hierarchy. Impaired loans are subject to nonrecurring fair value adjustment
upon initial recognition or subsequent impairment. 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.
|
Fair Value Measurements Using
|
||||||||||||||||||||||||
|
(In thousands)
|
Recorded Investment
|
Related Allowance
|
Fair Value
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
||||||||||||||||||
|
September 30, 2020
|
||||||||||||||||||||||||
|
Impaired loans
|
$
|
2,055
|
$
|
214
|
$
|
1,841
|
$
|
-
|
$
|
-
|
$
|
1,841
|
||||||||||||
|
June 30, 2020
|
||||||||||||||||||||||||
|
Impaired loans
|
$
|
1,809
|
$
|
228
|
$
|
1,581
|
$
|
-
|
$
|
-
|
$
|
1,581
|
||||||||||||
The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis and for which Level 3 inputs were utilized to determine fair value:
|
(Dollars in thousands)
|
Fair Value
|
Valuation Technique
|
Unobservable Input
|
Range
|
Weighted Average
|
|||||||||
|
September 30, 2020
|
||||||||||||||
|
Impaired Loans
|
$
|
1,407
|
Appraisal of collateral(1)
|
Appraisal adjustments(2)
|
8.57%-33.73
|
%
|
26.83
|
%
|
||||||
|
Liquidation expenses(3)
|
3.98%-5.49
|
%
|
4.38
|
%
|
||||||||||
|
434
|
Discounted cash flow
|
Discount rate
|
4.19%-6.63
|
%
|
5.64
|
%
|
||||||||
|
June 30, 2020
|
||||||||||||||
|
Impaired loans
|
$
|
1,143
|
Appraisal of collateral(1)
|
Appraisal adjustments(2)
|
8.57%-33.73
|
%
|
27.55
|
%
|
||||||
|
Liquidation expenses(3)
|
3.98%-6.88
|
% |
|
4.64
|
% | |||||||||
|
438
|
Discounted cash flow
|
Discount rate
|
4.19%-6.63
|
% |
5.64
|
%
|
||||||||
| (1) |
Fair value is generally determined through independent third-party appraisals of the underlying collateral, which generally includes various Level 3 inputs which are not observable.
|
| (2) |
Appraisals may be adjusted downwards by management for qualitative factors such as economic conditions. Higher downward adjustments are caused by negative changes to the collateral or conditions in the real estate market, actual offers or
sales contracts received or age of the appraisal.
|
| (3) |
Appraisals are adjusted downwards by management for qualitative factors such as the estimated costs to liquidate the collateral.
|
The carrying amounts reported in the statements of financial condition for cash and cash equivalents, accrued interest receivable and accrued interest payable approximate their fair values. Fair values of securities are based on quoted market
prices (Level 1), where available, or matrix pricing (Level 2), which is a mathematical technique, used widely in the industry to value debt securities without relying exclusively on quoted market prices for the specific securities but rather by
relying on the securities’ relationship to other benchmark quoted prices. The carrying amount of Federal Home Loan Bank stock approximates fair value due to its restricted nature. The fair values for loans are measured using the "exit price"
notion which is a reasonable estimate of what another party might pay in an orderly transaction. Fair values for variable rate loans that reprice frequently, with no significant credit risk, are based on carrying value. Fair value for fixed rate
loans are estimated using discounted cash flows and interest rates currently being offered for loans with similar terms to borrowers of similar credit quality. Fair values disclosed for demand and savings deposits are equal to carrying amounts
at the reporting date. The carrying amounts for variable rate money market deposits approximate fair values at the reporting date. Fair values for fixed rate certificates of deposit are estimated using discounted cash flows and interest rates
currently being offered in the market on similar certificates. Fair value for Federal Home Loan Bank long term borrowings and borrowings from other banks are estimated using discounted cash flows and interest rates currently being offered on
similar borrowings. Fair value for subordinated notes payable is estimated based upon quotes from its pricing service based on a discounted cash flow methodology or utilizes observations of recent highly-similar transactions. The carrying value
of short-term Federal Home Loan Bank borrowings approximates its fair value.
The fair value of commitments to extend credit is estimated based on an analysis of the interest rates and fees currently charged to enter into similar transactions, considering the remaining terms of the commitments
and the credit-worthiness of the potential borrowers. At September 30, 2020 and June 30, 2020, the estimated fair values of these off-balance sheet financial instruments were immaterial, and are therefore excluded from the table below.
The carrying amounts and estimated fair value of financial instruments are as follows:
|
(In thousands)
|
September 30, 2020
|
Fair Value Measurements Using
|
||||||||||||||||||
|
Carrying
Amount
|
Fair Value
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
||||||||||||||||
|
Cash and cash equivalents
|
$
|
76,167
|
$
|
76,167
|
$
|
76,167
|
$
|
-
|
$
|
-
|
||||||||||
|
Long term certificate of deposit
|
4,094
|
4,094
|
4,094
|
-
|
-
|
|||||||||||||||
|
Securities available-for-sale
|
269,670
|
269,670
|
4,118
|
265,552
|
-
|
|||||||||||||||
|
Securities held-to-maturity
|
390,107
|
413,566
|
-
|
413,566
|
-
|
|||||||||||||||
|
Equity securities
|
273
|
273
|
273
|
-
|
-
|
|||||||||||||||
|
Federal Home Loan Bank stock
|
1,158
|
1,158
|
-
|
1,158
|
-
|
|||||||||||||||
|
Net loans receivable
|
1,028,782
|
1,035,062
|
-
|
-
|
1,035,062
|
|||||||||||||||
|
Accrued interest receivable
|
8,395
|
8,395
|
-
|
8,395
|
-
|
|||||||||||||||
|
Deposits
|
1,618,993
|
1,619,525
|
-
|
1,619,525
|
-
|
|||||||||||||||
|
Borrowings
|
6,100
|
6,212
|
-
|
6,212
|
-
|
|||||||||||||||
|
Subordinated notes payable, net
|
19,633
|
19,102
|
- |
19,102
|
- |
|||||||||||||||
|
Accrued interest payable
|
130
|
130
|
-
|
130
|
-
|
|||||||||||||||
|
(In thousands)
|
June 30, 2020
|
Fair Value Measurements Using
|
||||||||||||||||||
|
Carrying
Amount
|
Fair Value
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
||||||||||||||||
|
Cash and cash equivalents
|
$
|
40,463
|
$
|
40,463
|
$
|
40,463
|
$
|
-
|
$
|
-
|
||||||||||
|
Long term certificate of deposit
|
4,070
|
4,070
|
4,070
|
-
|
-
|
|||||||||||||||
|
Securities available-for-sale
|
226,709
|
226,709
|
4,660
|
222,049
|
-
|
|||||||||||||||
|
Securities held-to-maturity
|
383,657
|
405,512
|
-
|
405,512
|
-
|
|||||||||||||||
|
Equity Securities
|
267
|
267
|
267
|
-
|
-
|
|||||||||||||||
|
Federal Home Loan Bank stock
|
1,226
|
1,226
|
-
|
1,226
|
-
|
|||||||||||||||
|
Net loans receivable
|
993,522
|
1,004,031
|
-
|
-
|
1,004,031
|
|||||||||||||||
|
Accrued interest receivable
|
8,207
|
8,027
|
-
|
8,027
|
-
|
|||||||||||||||
|
Deposits
|
1,501,075
|
1,051,628
|
-
|
1,501,628
|
-
|
|||||||||||||||
|
Borrowings
|
25,484
|
25,602
|
-
|
25,602
|
-
|
|||||||||||||||
|
Accrued interest payable
|
119
|
119
|
-
|
119
|
-
|
|||||||||||||||
|
(7)
|
Earnings Per Share
|
Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed in a manner similar to that of basic
earnings per share except that the weighted-average number of common shares outstanding is increased to include the number of incremental common shares that would have been outstanding under the treasury stock method if all potentially dilutive
common shares (such as stock options) issued became vested during the period. There were no dilutive or anti-dilutive securities or contracts outstanding during the three months ended September 30, 2020 and 2019.
|
For the three months ended September 30,
|
||||||||
|
2020
|
2019
|
|||||||
|
Net Income
|
$
|
4,875,000
|
$
|
4,863,000
|
||||
|
Weighted Average Shares – Basic
|
8,513,814
|
8,537,814
|
||||||
|
Weighted Average Shares - Diluted
|
8,513,814
|
8,537,814
|
||||||
|
Earnings per share - Basic
|
$
|
0.57
|
$
|
0.57
|
||||
|
Earnings per share - Diluted
|
$
|
0.57
|
$
|
0.57
|
||||
|
(8)
|
Dividends
|
On July 21, 2020, Greene County Bancorp, Inc. announced that its Board of Directors had approved a quarterly cash dividend of $0.12 per share on the Company’s common stock. The dividend reflects an annual cash dividend
rate of $0.48 per share which represents a 9.1% increase from the previous annual cash dividend rate of $0.44 per share. The dividend was payable to stockholders of record as of August 14, 2020, and was paid on August 31, 2020. Greene County
Bancorp, MHC waived its right to receive this dividend.
|
(9)
|
Impact of Recent Accounting Pronouncements
|
The following accounting standards were adopted in the first quarter ended September 30, 2020:
In August 2018, the FASB issued an Update (ASU 2018-13) to its guidance on “Fair Value Measurement (Topic 820)”. This update modifies the disclosure requirements on fair value measurements. The following disclosure
requirements were removed from Topic 820: (1) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy; (2) the policy for timing of transfers between levels; (3) the valuation processes for Level 3 fair value
measurements; and (4) for nonpublic entities, the changes in unrealized gains and losses for the period included in earnings for recurring Level 3 fair value measurements held at the end of the reporting period. The following disclosure requirements
were modified in Topic 820: (1) in lieu of a rollforward for Level 3 fair value measurements, a nonpublic entity is required to disclose transfers into and out of Level 3 of the fair value hierarchy and purchases and issues of Level 3 assets and
liabilities; (2) for investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee
has communicated the timing to the entity or announced the timing publicly; and (3) the amendments clarify that the measurement uncertainty disclosure is to communicate information about the uncertainty in measurement as of the reporting date. The
following disclosure requirements were added to Topic 820; however, the disclosures are not required for non-public entities: (1) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3
fair value measurements held at the end of the reporting period; and (2) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other
quantitative information (such as the median or arithmetic average) in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of
unobservable inputs used to develop Level 3 fair value measurements. In addition, the amendments eliminate at a minimum from the phrase “an entity shall disclose at a minimum” to promote the appropriate exercise of discretion by entities when
considering fair value measurement disclosures and to clarify that materiality is an appropriate consideration of entities and their auditors when evaluating disclosure requirements. The amendments in ASU No. 2018-13 are effective for all entities
for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3
fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be
applied retrospectively to all periods presented upon their effective date. Early adoption is permitted. An entity is permitted to early adopt any removed or modified disclosures upon issuance of ASU No. 2018-13 and delay adoption of the additional
disclosures until their effective date. The adoption of this guidance did not have a material impact on our consolidated results of operations or financial position.
In April 2019, the FASB issued an Update (ASU 2019-04), Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. The
amendments to Topic 326 and other topics in this Update include items related to the amendments in Update 2016-13 discussed at the June 2018 and November 2018 Credit Losses TRG meetings. The amendments related to Update 2016-13 have the same
effective dates as Update 2016-13 and are described in the next paragraph below. The ASU also covered a number of issues that related to hedge accounting including: Partial-Term Fair Value Hedges of Interest Rate Risk, Amortization of Fair Value
Hedge Basis Adjustments, Disclosure of Fair Value Hedge Basis Adjustments, Consideration of the Hedged Contractually Specified Interest Rate under the Hypothetical Derivative Method, Scoping for Not-for-Profit Entities, Hedge Accounting Provisions
Applicable to Certain Private Companies and Not-for-Profit Entities, and Application of a First-Payments-Received Cash Flow Hedging Technique to Overall Cash Flows on a Group of Variable Interest Payments. The amendments related to Topic 815 are
effective with the adoption of the amendments in Update 2017-12. The Company does not have any transactions that are applicable to Update 2017-12, and therefore the adoption of Update 2017-12 and related provisions of Update 2019-04, did not have
any impact on our consolidated results of operations or financial position. The ASU also covers Transition Guidance For Codification Improvements specific to ASU 2016-01. The following topics were covered within ASU 2019-04: Scope Clarifications,
Held-to-Maturity Debt Securities Fair Value Disclosures, Applicability of Topic 820 to the Measurement Alternative, and Remeasurement of Equity Securities at Historical Exchange Rates. The amendments related to ASU 2016-01 are effective for fiscal
years beginning after December 15, 2019. The adoption of this guidance did not have a material impact on our consolidated results of operations or financial position.
Accounting Pronouncements to be adopted in future periods
In June 2016, the FASB issued an Update (ASU 2016-13) to its guidance on “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. ASU 2016-13 requires credit losses on most financial assets
measured at amortized cost and certain other instruments to be measured using an expected credit loss model (referred to as the current expected credit loss (CECL) model). Under this model, entities will estimate credit losses over the entire
contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications unless reasonable expectation of a troubled debt restructuring exists) from the date of initial recognition of that instrument. The
ASU also replaces the current accounting model for purchased credit impaired loans and debt securities. The allowance for credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination
(“PCD assets”), should be determined in a similar manner to other financial assets measured on an amortized cost basis. However, upon initial recognition, the allowance for credit losses is added to the purchase price (“gross up approach”) to
determine the initial amortized cost basis. The subsequent accounting for PCD financial assets is the same expected loss model described above. Further, the ASU made certain targeted amendments to the existing impairment model for
available-for-sale (AFS) debt securities. For an AFS debt security for which there is neither the intent nor a more-likely-than-not requirement to sell, an entity will record credit losses as an allowance rather than a write-down of the amortized
cost basis. An entity will apply the amendments in this Update through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective
approach). In November 2018, the FASB issued ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, which aligns the implementation date for nonpublic entities’ annual financial statements with the implementation
date for their interim financial statements and clarifies the scope of the guidance in the amendments in ASU 2016-13. In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic
815, Derivatives and Hedging, and Topic 825, Financial Instruments. The amendments to Topic 326 and other topics in ASU 2019-04 include items related to the amendments in Update 2016-13 discussed at the June 2018 and November 2018 Credit Losses
TRG meetings. The amendments clarify or address stakeholders’ specific issues about certain aspects of the amendments in Update 2016-13 on a number of different topics, including the following: Accrued Interest, Transfers between Classifications
or Categories for Loans and Debt Securities, Recoveries, Consideration of Prepayments in Determining the Effective Interest Rate, Consideration of Estimated Costs to Sell When Foreclosure Is Probable, Vintage Disclosures— Line-of-Credit
Arrangements Converted to Term Loans, and Contractual Extensions and Renewals. The effective dates and transition requirements for the amendments related to this Update are the same as the effective dates and transition requirements in Update
2016-13. In November 2019, the FASB issued ASU 2019-11 Codification Improvements to Topic 326 Financial Instruments Credit Losses provides additional clarification to specific issues about certain aspects of the amendments in Update 2016-13
related to measuring the allowance for loan losses under the new guidance. The Company is currently evaluating the potential impact on our consolidated results of operations or financial position. The initial adjustment will not be reported in
earnings and therefore will not have any material impact on our consolidated results of operations, but it is expected that it will have an impact on our consolidated financial position at the date of adoption of this Update. At this time, we have
not calculated the estimated impact that this Update will have on our Allowance for Loan Losses, however, we anticipate it will have a significant impact on the methodology process we utilize to calculate the allowance. A vendor has been selected
and alternative methodologies are currently being considered. Data requirements and integrity are being reviewed and enhancements incorporated into standard processes. For public business entities that are U.S. Securities and Exchange Commission
(SEC) filers, excluding small reporting companies such as the Company, the amendments in this Update are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. In November 2019, FASB
issued ASU 2019-10, Financial Instruments – Credit Losses which amends the implementation effective date for small reporting companies, such as the Company, and non-public business entities, for fiscal years beginning after December 15, 2022. All
entities may adopt the amendments in this Update earlier as of the fiscal years beginning after December 15, 2018, including interim periods within those fiscal years.
In August 2018, the FASB has issued an Update (ASU No. 2018-14), “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for
Defined Benefit Plans”, that applies to all employers that sponsor defined benefit pension or other postretirement plans. The amendments modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement
plans. The following disclosure requirements were removed from Subtopic 715-20: (1) the amounts in accumulated other comprehensive income expected to be recognized as components of net periodic benefit cost over the next fiscal year; (2) the amount
and timing of plan assets expected to be returned to the employer; (3) the disclosures related to the June 2001 amendments to the Japanese Welfare Pension Insurance Law; related party disclosures about the amount of future annual benefits covered by
insurance and annuity contracts and significant transactions between the employer or related parties and the plan; (4) for nonpublic entities, the reconciliation of the opening balances to the closing balances of plan assets measured on a recurring
basis in Level 3 of the fair value hierarchy. However, nonpublic entities will be required to disclose separately the amounts of transfers into and out of Level 3 of the fair value hierarchy and purchases of Level 3 plan assets; and (5) for public
entities, the effects of a one-percentage-point change in assumed health care cost trend rates on the (a) aggregate of the service and interest cost components of net periodic benefit costs and (b) benefit obligation for postretirement health care
benefits. The following disclosure requirements were added to Subtopic 715-20: (1) the weighted-average interest crediting rates for cash balance plans and other plans with promised interest crediting rates; and (2) an explanation of the reasons for
significant gains and losses related to changes in the benefit obligation for the period. The amendments also clarify the disclosure requirements in paragraph 715-20-50-3, which state that the following information for defined benefit pension plans
should be disclosed: (1) the projected benefit obligation (PBO) and fair value of plan assets for plans with PBOs in excess of plan assets; and (2) the accumulated benefit obligation (ABO) and fair value of plan assets for plans with ABOs in excess
of plan assets. ASU No. 2018-14 is effective for fiscal years ending after December 15, 2020, for public business entities and for fiscal years ending after December 15, 2021, for all other entities. Early adoption is permitted for all entities. The
adoption of this guidance is not expected to have a material impact on our consolidated results of operations or financial position.
In March 2020, the FASB issued an Update (ASU 2020-04), Reference Rate Reform (Topic 848). The amendments in this Update provide optional expedients and exceptions for applying generally accepted accounting principles (GAAP) to contracts,
hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this Update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another
reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31,
2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The following optional expedients for applying
the requirements of certain Topics or Industry Subtopics in the Codification are permitted for contracts that are modified because of reference rate reform and that meet certain scope guidance: (1) Modifications of contracts within the scope of
Topics 310, Receivables, and 470, Debt, should be accounted for by prospectively adjusting the effective interest rate. (2) Modifications of contracts within the scope of Topics 840, Leases, and 842, Leases, should be accounted for as a
continuation of the existing contracts with no reassessments of the lease classification and the discount rate (for example, the incremental borrowing rate) or remeasurements of lease payments that otherwise would be required under those Topics for
modifications not accounted for as separate contracts. (3) Modifications of contracts do not require an entity to reassess its original conclusion about whether that contract contains an embedded derivative that is clearly and closely related to
the economic characteristics and risks of the host contract under Subtopic 815-15, Derivatives and Hedging— Embedded Derivatives. The amendments in this Update are effective for all entities as of March 12, 2020 through December 31, 2022. An entity
may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim
period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic, the amendments in this Update must be applied prospectively for all
eligible contract modifications for that Topic or Industry Subtopic. An entity may elect to apply the amendments in this Update to eligible hedging relationships existing as of the beginning of the interim period that includes March 12, 2020 and to
new eligible hedging relationships entered into after the beginning of the interim period that includes March 12, 2020. The Company’s initial evaluation of LIBOR exposure appears to be minimal and limited to a couple of participation loans or risk
participation agreements. The Company is working with the other lead lenders to determine if any potential contract modifications are needed.
In October 2020, the FASB issued an Update (ASU 2020-08), Codification Improvements to Subtopic 310-20, Receivables – Nonrefundable Fees and Other Costs. The amendments affect the guidance in ASU 2017-08, Receivables
– Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in that Update shortened the amortization period for certain purchased callable debt securities held at a premium by
requiring that entities amortize the premium associated with those callable debt securities within the scope of paragraph 310-20-25-33 to the earliest call date. The Board noted in paragraph BC21 of Update 2017-08 that if the security contained
additional future call dates, an entity should consider whether the amortized cost basis exceeded the amount repayable by the issuer at the next call date. If so, the excess should be amortized to the next call date. The amendments in ASU 2020-08
clarify the Board’s intent that an entity should reevaluate whether a callable debt security that has multiple call dates is within the scope of paragraph 310-20-35-33 for each reporting period. For public business entities, the amendments in this
Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early application is not permitted. All entities should apply the amendments in this Update on a prospective basis as of the
beginning of the period of adoption for existing or newly purchased callable debt securities. The Company is in the early stages of evaluation of the guidance.
|
(10)
|
Employee Benefit Plans
|
Defined Benefit Plan
The components of net periodic pension cost related to the defined benefit pension plan for the three months ended September 30, 2020 and 2019 were as follows:
|
Three months ended
September 30,
|
||||||||
|
(In thousands)
|
2020
|
2019
|
||||||
|
Interest cost
|
$
|
41
|
$
|
49
|
||||
|
Expected return on plan assets
|
(64
|
)
|
(63
|
)
|
||||
|
Amortization of net loss
|
52
|
40
|
||||||
|
Net periodic pension cost
|
$
|
29
|
$
|
26
|
||||
The Company does not anticipate that it will make any additional contributions to the defined benefit pension plan during fiscal 2021.
SERP
The Board of Directors of The Bank of Greene County adopted The Bank of Greene County Supplemental Executive Retirement Plan (the “SERP Plan”), effective as of July 1, 2010. The SERP Plan benefits certain key senior
executives of the Bank who have been selected by the Board to participate. The SERP Plan is intended to provide a benefit from the Bank upon retirement, death or disability or voluntary or involuntary termination of service (other than “for
cause”). The SERP Plan is more fully described in Note 10 of the consolidated financial statements and notes thereto for the year ended June 30, 2020.
The net periodic pension costs related to the SERP Plan for the three months ended September 30, 2020 and 2019 were $256,000 and $205,000, respectively, consisting primarily of service costs and interest costs. The
total liability for the SERP Plan was $7.0 million at September 30, 2020 and $6.4 million at June 30, 2020, respectively, and is included in accrued expenses and other liabilities. The total liability for the
SERP Plan includes both accumulated net periodic pension costs and participant contributions.
| (11) |
Stock-Based Compensation
|
Phantom Stock Option Plan and Long-term Incentive Plan
The Greene County Bancorp, Inc. 2011 Phantom Stock Option and Long-term Incentive Plan (the “Plan”) was adopted effective July 1, 2011, to promote the long-term financial success of the Company and its subsidiaries
by providing a means to attract, retain and reward individuals who contribute to such success and to further align their interests with those of the Company’s shareholders. The Plan is intended to provide benefits to employees and directors of the
Company or any subsidiary as designated by the Compensation Committee of the Board of Directors of the Company (“Committee”). A phantom stock option represents the right to receive a cash payment on the date the award vests. The Plan is more
fully described in Note 11 of the consolidated financial statements and notes thereto for the year ended June 30, 2020.
A summary of the Company’s phantom stock option activity and related information for the Plan for the three months ended September 30, 2020 and 2019 is as follows:
|
2020
|
2019
|
|||||||
|
Number of options outstanding at beginning of year
|
1,765,100
|
1,711,600
|
||||||
|
Options granted
|
523,700
|
614,700
|
||||||
|
Options forfeited
|
-
|
(7,000
|
)
|
|||||
|
Number of options outstanding at period end
|
2,288,800
|
2,319,300
|
||||||
|
(In thousands)
|
2020 |
2019
|
||||||
|
Compensation expense recognized
|
$
|
635
|
$
|
645
|
||||
The total liability for the Plan was $5.5 million and $4.9 million at September 30, 2020 and June 30, 2020, respectively, and is included in accrued expenses and other liabilities.
| (12) |
Accumulated Other Comprehensive Loss
|
The components of accumulated other comprehensive loss at September 30, 2020 and 2019 are presented in the following table:
|
(In thousands)
|
Unrealized
gain (losses)
on securities
available-for
sale
|
Pension
benefits
|
Total
|
|||||||||
|
Balance - June 30, 2019
|
$
|
832
|
$
|
(1,838
|
)
|
$
|
(1,006
|
)
|
||||
|
Other comprehensive loss before reclassification
|
(271
|
)
|
-
|
(271
|
)
|
|||||||
|
Other comprehensive loss for the three months ended September 30, 2019
|
(271
|
)
|
-
|
(271
|
)
|
|||||||
|
Balance - September 30, 2019
|
$
|
561
|
$
|
(1,838
|
)
|
$
|
(1,277
|
)
|
||||
|
Balance - June 30, 2020
|
$
|
1,750
|
$
|
(2,178
|
)
|
$
|
(428
|
)
|
||||
|
Other comprehensive loss before reclassification
|
(190
|
)
|
-
|
(190
|
)
|
|||||||
|
Other comprehensive loss for the three months ended September 30, 2020
|
(190
|
)
|
-
|
(190
|
)
|
|||||||
|
Balance - September 30, 2020
|
$
|
1,560
|
$
|
(2,178
|
)
|
$
|
(618
|
)
|
||||
| (13) |
Revenue from Contracts with Customers
|
The majority of the Company’s revenue-generating transactions are not subject to ASC Topic 606, including revenue generated from financial instruments, such as loans and investment securities which are presented in
our consolidated income statements as components of net interest income. All of the Company’s revenue from contracts with customers in the scope of ASC 606 is recognized within non-interest income, with the exception of net gains and losses from
sales of foreclosed real estate, which is recognized within non-interest expense. The following table presents revenues subject to ASC 606 for the three months ended September 30, 2020 and 2019, respectively.
|
For the three months ended
September 30,
|
||||||||
|
(In thousands)
|
2020
|
2019
|
||||||
|
Service charges on deposit accounts
|
||||||||
|
Insufficient funds fees
|
$
|
699
|
$
|
1,019
|
||||
|
Deposit related fees
|
36
|
38
|
||||||
|
ATM/point of sale fees
|
71
|
68
|
||||||
|
Total service charges
|
806
|
1,125
|
||||||
|
Interchange fee income
|
||||||||
|
Debit card interchange fees
|
893
|
743
|
||||||
|
E-commerce fee income
|
||||||||
|
E-commerce fees
|
29
|
35
|
||||||
|
Investment services income
|
||||||||
|
Investment services
|
161
|
145
|
||||||
|
Sales of assets
|
||||||||
|
Net gain on sale of foreclosed real estate
|
-
|
76
|
||||||
Service Charges on Deposit Accounts: The Company earns fees from its deposit customers for transaction-based, account maintenance, and overdraft services. Transaction-based fees, which included services such
as ATM use fees, stop payment charges, statement rendering, and ACH fees, are recognized at the time the transaction is executed as that is the point in time the Company fulfills the customer’s request. Account maintenance fees, which relate
primarily to monthly maintenance, are recognized at the time the maintenance occurs. Overdraft fees are recognized at the point in time that the overdraft occurs. Service charges on deposits are withdrawn from the customer’s account balance.
Debit Card Interchange Fee Income: The Company earns interchange fees from debit cardholder transactions conducted through the Visa DPS payment network. Interchange fees from cardholder transactions represent
a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to cardholder.
E-commerce income: The Company earns fees for merchant transaction processing services provided to its business customers by a third party service provider. The fees represent a percentage of the monthly
transaction activity net of related costs, and are received from the service provider on a monthly basis.
Investment Services Income: The Company earns fees from investment brokerage services provided to its customers by a third-party service provider. The Company receives commissions from the third-party service
provider on a monthly basis based upon customer activity for the month. The Company (i) acts as an agent in arranging the relationship between the customer and the third-party service provider and (ii) does not control the services rendered to the
customers. Investment brokerage fees are presented net of related costs.
Net Gains/Losses on Sales of Foreclosed Real Estate: The Company records a gain or loss from the sale of foreclosed real estate when control of the property transfers to the buyer, which generally occurs at
the time of an executed deed. When the Company finances the sale of foreclosed real estate to the buyer, the Company assesses whether the buyer is committed to perform their obligations under the contract and whether collectability of the
transaction price is probable. Once these criteria are met, the foreclosed real estate asset is derecognized and the gain or loss on sale is recorded upon the transfer of control of the property to the buyer. In determining the gain or loss on the
sale, the Company adjusts the transaction price and related gain (loss) on sale if a significant financing component is present.
| (14) |
Operating leases
|
The Company leases certain branch properties under long-term, operating lease agreements. The Company’s operating lease agreements contain lease components, which are generally accounted for separately. The
Company’s lease agreements do not contain any residual value guarantee. The following includes quantitative data related to the Company’s operating leases as of September 30, 2020:
(In thousands, except weighted-average information).
|
Operating lease amounts:
|
September 30, 2020
|
June 30, 2020
|
||||||
|
Right-of-use assets
|
$
|
2,122
|
$
|
1,575
|
||||
|
Lease liabilities
|
$
|
2,138
|
$
|
1,587
|
||||
|
For the three months ended
September 30,
|
||||||||
|
2020
|
2019
|
|||||||
|
(In thousands)
|
||||||||
|
Other information:
|
||||||||
|
Operating outgoing cash flows from operating leases
|
$
|
88
|
$
|
78
|
||||
|
Right-of-use assets obtained in exchange for new operating lease liabilities
|
$
|
625
|
$
|
1,840
|
||||
|
Lease costs:
|
||||||||
|
Operating lease cost
|
$
|
80
|
$
|
72
|
||||
|
Variable lease cost
|
$
|
10
|
$
|
10
|
||||
The following is a schedule by year of the undiscounted cash flows of the operating lease liabilities, excluding common area maintenance charges and real estate taxes, as of September 30, 2020:
(in thousands)
Within the twelve months ended September 30,
|
2021
|
$
|
338
|
||
|
2022
|
310
|
|||
|
2023
|
270
|
|||
|
2024
|
283
|
|||
|
2025
|
280
|
|||
|
Thereafter
|
848
|
|||
|
Total undiscounted cash flow
|
2,329
|
|||
|
Less net present value adjustment
|
(191
|
)
|
||
|
Lease Liability
|
$
|
2,138
|
||
|
Weighted-average remaining lease term (Years)
|
6.39
|
|||
|
Weighted-average discount rate
|
2.22
|
%
|
Right-of-use assets are included in prepaid expenses and other assets, and lease liabilities are included in accrued expenses and other liabilities within the Company’s statement of condition. The Company entered
into a new lease commitment for a new branch location on Wolf Road, in Colonie, NY during the year ended June 30, 2020. This lease commenced on July 1, 2020.
| (15) |
Subsequent events
|
On October 20, 2020, the Board of Directors declared a cash dividend for the quarter ended September 30, 2020 of $0.12 per share on Greene County Bancorp, Inc.’s common stock. The dividend reflects an annual cash dividend rate of $0.48 per
share, which was the same rate as the dividend declared during the previous quarter. The dividend will be payable to stockholders of record as of November 13, 2020, and will be paid on November 30, 2020. The MHC intends to waive its receipt
of this dividend.
| Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operation
|
Overview of the Company’s Activities and Risks
Greene County Bancorp, Inc.’s results of operations depend primarily on its net interest income, which is the difference between the income earned on Greene County Bancorp, Inc.’s loan and securities portfolios and
its cost of funds, consisting of the interest paid on deposits and borrowings. Results of operations are also affected by Greene County Bancorp, Inc.’s provision for loan losses, gains and losses from sales of securities, noninterest income and
noninterest expense. Noninterest income consists primarily of fees and service charges. Greene County Bancorp, Inc.’s noninterest expense consists principally of compensation and employee benefits, occupancy, equipment and data processing, and
other operating expenses. Results of operations are also significantly affected by general economic and competitive conditions, changes in interest rates, as well as government policies and actions of regulatory authorities. Additionally, future
changes in applicable law, regulations or government policies may materially affect Greene County Bancorp, Inc.
To operate successfully, the Company must manage various types of risk, including but not limited to, market or interest rate risk, credit risk, transaction risk, liquidity risk, security risk, strategic risk,
reputation risk and compliance risk. While all of these risks are important, the risks of greatest significance to the Company relate to market or interest rate risk and credit risk.
Market risk is the risk of loss from adverse changes in market prices and/or interest rates. Since net interest income (the difference between interest earned on loans and investments and interest paid on deposits
and borrowings) is the Company’s primary source of revenue, interest rate risk is the most significant non-credit related market risk to which the Company is exposed. Net interest income is affected by changes in interest rates as well as
fluctuations in the level and duration of the Company’s assets and liabilities.
Interest rate risk is the exposure of the Company’s net interest income to adverse movements in interest rates. In addition to directly impacting net interest income, changes in interest rates can also affect the
amount of new loan originations, the ability of borrowers and debt issuers to repay loans and debt securities, the volume of loan repayments and refinancings, and the flow and mix of deposits.
Credit risk is the risk to the Company’s earnings and shareholders’ equity that results from customers, to whom loans have been made and to the issuers of debt securities in which the Company has invested, failing to
repay their obligations. The magnitude of risk depends on the capacity and willingness of borrowers and debt issuers to repay and the sufficiency of the value of collateral obtained to secure the loans made or investments purchased.
Operational risk is the risk to current or anticipated earnings or capital arising from inadequate or failed internal processes or systems, the misconduct or errors of people, and adverse external events. Operational
losses result from internal fraud; external fraud; employment practices and workplace safety, clients, products, and business practices; damage to physical assets; business disruption and system failures; and execution, delivery, and process
management. As we continue to monitor and adapt to the changing environment due to COVID-19, we will continue to evaluate our internal controls over financial reporting.
Special Note Regarding Forward-Looking Statements
This quarterly report contains forward-looking statements. Greene County Bancorp, Inc. desires to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and is
including this statement for the express purpose of availing itself of the protections of the safe harbor with respect to all such forward-looking statements. These forward-looking statements, which are included in this Management’s Discussion and
Analysis and elsewhere in this quarterly report, describe future plans or strategies and include Greene County Bancorp, Inc.’s expectations of future financial results. The words “believe,” “expect,” “anticipate,” “project,” and similar
expressions identify forward-looking statements. Greene County Bancorp, Inc.’s ability to predict results or the effect of future plans or strategies or qualitative or quantitative changes based on market risk exposure is inherently uncertain.
Factors that could affect actual results include but are not limited to:
| (a) |
changes in general market interest rates,
|
| (b) |
general economic conditions,
|
| (c) |
economic or policy changes related to the COVID-19 pandemic,
|
| (d) |
legislative and regulatory changes,
|
| (e) |
monetary and fiscal policies of the U.S. Treasury and the Federal Reserve,
|
| (f) |
changes in the quality or composition of Greene County Bancorp, Inc.’s loan and investment portfolios,
|
| (g) |
deposit flows,
|
| (h) |
competition, and
|
| (i) |
demand for financial services in Greene County Bancorp, Inc.’s market area.
|
These factors should be considered in evaluating the forward-looking statements, and undue reliance should not be placed on such statements, since results in future periods may differ materially from those currently
expected because of various risks and uncertainties.
Non-GAAP Financial Measures
Regulation G, a rule adopted by the Securities and Exchange Commission (SEC), applies to certain SEC filings, including earnings releases, made by registered companies that contain “non-GAAP financial measures.”
GAAP is generally accepted accounting principles in the United States of America. Under Regulation G, companies making public disclosures containing non-GAAP financial measures must also disclose, along with each non-GAAP financial measure,
certain additional information, including a reconciliation of the non-GAAP financial measure to the closest comparable GAAP financial measure (if a comparable GAAP measure exists) and a statement of the Company’s reasons for utilizing the non-GAAP
financial measure as part of its financial disclosures. The SEC has exempted from the definition of “non-GAAP financial measures” certain commonly used financial measures that are not based on GAAP. When these exempted measures are included in
public disclosures, supplemental information is not required. Financial institutions like the Company and its subsidiary banks are subject to an array of bank regulatory capital measures that are financial in nature but are not based on GAAP and
are not easily reconcilable to the closest comparable GAAP financial measures, even in those cases where a comparable measure exists. The Company follows industry practice in disclosing its financial condition under these various regulatory capital
measures in its periodic reports filed with the SEC, including period-end regulatory capital ratios for itself and its subsidiary banks, and does so without compliance with Regulation G, on the widely-shared assumption that the SEC regards such
non-GAAP measures to be exempt from Regulation G. The Company uses in this Report additional non-GAAP financial measures that are commonly utilized by financial institutions and have not been specifically exempted by the SEC from Regulation G. The
Company provides, as supplemental information, such non-GAAP measures included in this Report as described immediately below.
Tax-Equivalent Net Interest Income and Net Interest Margin: Net interest income, as a component of the tabular presentation by financial institutions of Selected Financial
Information regarding their recently completed operations, as well as disclosures based on that tabular presentation, is commonly presented on a tax-equivalent basis. That is, to the extent that some component of the institution’s net interest
income, which is presented on a before-tax basis, is exempt from taxation (e.g., is received by the institution as a result of its holdings of state or municipal obligations), an amount equal to the tax benefit derived from that component is added
to the actual before-tax net interest income total. This adjustment is considered helpful in comparing one financial institution’s net interest income to that of another institution or in analyzing any institution’s net interest income trend line
over time, to correct any analytical distortion that might otherwise arise from the fact that financial institutions vary widely in the proportions of their portfolios that are invested in tax-exempt securities, and that even a single institution
may significantly alter over time the proportion of its own portfolio that is invested in tax-exempt obligations. Moreover, net interest income is itself a component of a second financial measure commonly used by financial institutions, net
interest margin, which is the ratio of net interest income to average earning assets. For purposes of this measure as well, tax-equivalent net interest income is generally used by financial institutions, again to provide a better basis of
comparison from institution to institution and to better demonstrate a single institution’s performance over time. While we present net interest income and net interest margin utilizing GAAP measures (no tax-equivalent adjustments) as a component
of the tabular presentation within our disclosures, we do provide as supplemental information net interest income and net interest margin on a tax-equivalent basis.
Allowance for loan losses to total loans receivable: The allowance for loan losses to total loans receivable ratio is calculated by dividing the balance in the allowance for
loan losses by the gross loans outstanding at the end of the period. This ratio is utilized to show the historical relationship between the allowance for loan losses and the balances of loans at the end each period presented in conjunction with
other financial information related to asset quality such as nonperforming loans, charge-offs, and classified assets to indicate the overall adequacy of the allowance for loan losses. The Company has adjusted the calculation of the allowance for
loan losses to total loans receivable to exclude loans that are 100% guaranteed by the Small Business Administration as these present no credit risk to the Company. With a significant balance in SBA loans at September 30, 2020, this adjusted
calculation is used to provide a better basis of comparison with other periods presented within the financial statements presented.
Comparison of Financial Condition at September 30, 2020 and June 30, 2020
ASSETS
Total assets of the Company were $1.8 billion at September 30, 2020 and $1.7 billion at June 30, 2020, an increase of $122.3 million, or 7.3%. Securities available-for-sale and held-to-maturity amounted to $659.8
million at September 30, 2020 as compared to $610.4 million at June 30, 2020, an increase of $49.4 million, or 8.1%. Net loans increased by $35.3 million, or 3.5%, to $1.0 billion at September 30, 2020 as compared to $993.5 million at June 30,
2020.
CASH AND CASH EQUIVALENTS
Total cash and cash equivalents increased $35.7 million to $76.2 million at September 30, 2020 from $40.5 million at June 30, 2020. The level of cash and cash equivalents is a function of the daily account clearing
needs and deposit levels as well as activities associated with securities transactions and loan funding. All of these items can cause cash levels to fluctuate significantly on a daily basis.
SECURITIES
Securities available-for-sale and held-to-maturity increased $49.4 million, or 8.1%, to $659.8 million at September 30, 2020 as compared to $610.4 million at June 30, 2020. This increase was the result of an increase
in municipal deposits and the need to collateralize the uninsured portion of these deposits. Securities purchases totaled $132.7 million during the three months ended September 30, 2020 and consisted of $93.8 million of state and political
subdivision securities and $34.1 million of mortgage-backed securities, $2.5 million of corporate securities, and $2.3 million of other securities. Principal pay-downs and maturities during the three months amounted to $82.4 million, primarily
consisting of $14.7 million of mortgage-backed securities, $65.3 million of state and political subdivision securities, and $1.3 million of other securities. At September 30, 2020, 63.0% of our securities portfolio consisted of state and political
subdivision securities to take advantage of tax savings and to promote Greene County Bancorp, Inc.’s participation in the communities in which it operates. Mortgage-backed securities and asset-backed securities held within the portfolio do not
contain sub-prime loans and are not exposed to the credit risk associated with such lending.
|
September 30, 2020
|
June 30, 2020
|
|||||||||||||||
|
(Dollars in thousands)
|
Balance
|
Percentage of
portfolio
|
Balance
|
Percentage of
portfolio
|
||||||||||||
|
Securities available-for-sale:
|
||||||||||||||||
|
U.S. government sponsored enterprises
|
$
|
-
|
0.0
|
%
|
$
|
504
|
0.1
|
%
|
||||||||
|
State and political subdivisions
|
189,364
|
28.7
|
177,107
|
29.0
|
||||||||||||
|
Mortgage-backed securities-residential
|
23,635
|
3.6
|
15,528
|
2.5
|
||||||||||||
|
Mortgage-backed securities-multifamily
|
52,553
|
8.0
|
28,910
|
4.7
|
||||||||||||
|
Corporate debt securities
|
4,118
|
0.6
|
4,660
|
0.8
|
||||||||||||
|
Total securities available-for-sale
|
269,670
|
40.9
|
226,709
|
37.1
|
||||||||||||
|
Securities held-to-maturity:
|
||||||||||||||||
|
U.S. government sponsored enterprises
|
2,000
|
0.3
|
2,000
|
0.3
|
||||||||||||
|
State and political subdivisions
|
226,465
|
34.3
|
210,535
|
34.5
|
||||||||||||
|
Mortgage-backed securities-residential
|
32,166
|
4.9
|
38,884
|
6.4
|
||||||||||||
|
Mortgage-backed securities-multifamily
|
121,389
|
18.4
|
127,582
|
20.9
|
||||||||||||
|
Corporate debt securities
|
5,094
|
0.8
|
2,593
|
0.4
|
||||||||||||
|
Other securities
|
2,993
|
0.4
|
2,063
|
0.4
|
||||||||||||
|
Total securities held-to-maturity
|
390,107
|
59.1
|
383,657
|
62.9
|
||||||||||||
|
Total securities
|
$
|
659,777
|
100.0
|
%
|
$
|
610,366
|
100.0
|
%
|
||||||||
LOANS
Net loans receivable increased $35.2 million, or 3.5%, to $1.0 billion at September 30, 2020 from $993.5 million at June 30, 2020. The loan growth experienced during the three months consisted primarily of $34.2
million in commercial real estate loans and $10.2 million in residential real estate loans. This growth was partially offset by a $2.1 million decrease in residential construction and land loans, $3.7 million decrease in commercial construction
loans which have generally converted to permanent financing and included in the commercial real estate loan balances, $1.4 million decrease in home equity loans and $1.2 million increase in allowance for loan losses. We believe that the continued
low interest rate environment and strong customer satisfaction from personal service continued to enhance loan growth. The Bank of Greene County continues to use a conservative underwriting policy in regard to all loan originations, and does not
engage in sub-prime lending or other exotic loan products. A significant decline in home values, however, in the Company’s markets could have a negative effect on the consolidated results of operations, as any such decline in home values would
likely lead to a decrease in residential real estate loans and new home equity loan originations and increased delinquencies and defaults in both the consumer home equity loan and the residential real estate loan portfolios and result in increased
losses in these portfolios. Updated appraisals are obtained on loans when there is a reason to believe that there has been a change in the borrower’s ability to repay the loan principal and interest, generally, when a loan is in a delinquent
status. Additionally, if an existing loan is to be modified or refinanced, generally, an appraisal is ordered to ensure continued collateral adequacy.
|
(Dollars in thousands)
|
September 30, 2020
|
June 30, 2020
|
||||||||||||||
|
Balance
|
Percentage of
Portfolio
|
Balance
|
Percentage of
Portfolio
|
|||||||||||||
|
Residential real estate
|
$
|
289,502
|
27.6
|
%
|
$
|
279,332
|
27.6
|
%
|
||||||||
|
Residential construction and land
|
9,777
|
0.9
|
11,847
|
1.2
|
||||||||||||
|
Multi-family
|
26,241
|
2.5
|
25,104
|
2.5
|
||||||||||||
|
Commercial real estate
|
415,654
|
39.6
|
381,415
|
37.6
|
||||||||||||
|
Commercial construction
|
71,206
|
6.8
|
74,920
|
7.4
|
||||||||||||
|
Home equity
|
20,701
|
2.0
|
22,106
|
2.2
|
||||||||||||
|
Consumer installment
|
5,180
|
0.5
|
4,817
|
0.5
|
||||||||||||
|
Commercial loans
|
210,852
|
20.1
|
213,119
|
21.0
|
||||||||||||
|
Total gross loans
|
1,049,113
|
100.0
|
%
|
1,012,660
|
100.0
|
%
|
||||||||||
|
Allowance for loan losses
|
(17,596
|
)
|
(16,391
|
)
|
||||||||||||
|
Deferred fees and costs
|
(2,735
|
)
|
(2,747
|
)
|
||||||||||||
|
Total net loans
|
$
|
1,028,782
|
$
|
993,522
|
||||||||||||
The Coronavirus Aid, Relief, and Economic Security Act, or CARES Act, was signed into law on March 27, 2020, and provides over $2.0 trillion in emergency economic relief to individuals and businesses impacted by the
COVID-19 pandemic. The CARES act authorized the Small Business Administration (“SBA”) to temporarily guarantee loans under a new 7(a) loan program called the Paycheck Protection Program (“PPP”). Although we were not already a qualified SBA
lender, we enrolled in the PPP by completing the required documentation. An eligible business can apply for a PPP loan up to the greater of: (1) 2.5 times its average monthly “payroll costs”; or (2) $10.0 million. PPP loans will have: (a) an
interest rate of 1.0%, (b) a 2-5 year loan term to maturity, and (c) principal and interest payments deferred for six months from the date of disbursement. The SBA will guarantee 100% of the PPP loans made to eligible borrowers. The entire
principal amount of the borrower’s PPP loan, including any accrued interest, is eligible to be reduced by the loan forgiveness amount under the PPP so long as employee and compensation levels of the business are maintained and at least 60% of the
loan proceeds are used for payroll expenses, with the remaining 40%, or less, of the loan proceeds used for other qualifying expenses. The Company had 1,305 loans with a total balance of $100.5 million outstanding at September 30, 2020, compared
to 1,267 loans with a total balance of $99.8 million outstanding at June 30, 2020.
ALLOWANCE FOR LOAN LOSSES
The allowance for loan losses is established through a provision for loan losses based on management’s evaluation of the risk inherent in the loan portfolio, the composition of the loan portfolio, specific impaired
loans and current economic conditions. Such evaluation, which includes a review of certain identified loans on which full collectability may not be reasonably assured, considers among other matters, the estimated net realizable value or the fair
value of the underlying collateral, economic conditions, payment status of the loan, historical loan loss experience and other factors that warrant recognition in providing for an allowance for loan loss. In addition, various regulatory agencies,
as an integral part of their examination process, periodically review The Bank of Greene County’s allowance for loan losses. Such agencies may require The Bank of Greene County to recognize additions to the allowance based on their judgment about
information available to them at the time of their examination. The Bank of Greene County considers smaller balance residential mortgages, home equity loans and installment loans to customers as small, homogeneous loans, which are evaluated for
impairment collectively based on historical loss experience. Larger balance residential and commercial mortgage and business loans are viewed individually and considered impaired if it is probable that The Bank of Greene County will not be able to
collect scheduled payments of principal and interest when due, according to the contractual terms of the loan agreements. The measurement of impaired loans is generally based on the fair value of the underlying collateral. The Bank of Greene
County charges loans off against the allowance for loan losses when it becomes evident that a loan cannot be collected within a reasonable amount of time or that it will cost the Bank more than it will receive, and all possible avenues of repayment
have been analyzed, including the potential of future cash flow, the value of the underlying collateral, and strength of any guarantors or co-borrowers. Generally, consumer loans and smaller business loans (not secured by real estate) in excess of
90 days are charged-off against the allowance for loan losses, unless equitable arrangements are made. For loans secured by real estate, a charge-off is recorded when it is determined that the collection of all or a portion of a loan may not be
collected and the amount of that loss can be reasonably estimated. The allowance for loan losses is increased by a provision for loan losses (which results in a charge to expense) and recoveries of loans previously charged off and is reduced by
charge-offs.
The Bank of Greene County recognizes that strategies put in place to assist borrowers through the COVID-19 pandemic may not be sufficient to fully mitigate the impact to borrowers and that it is likely that a portion
of the loan portfolio will default and result in losses to The Bank of Greene County. As a result, The Bank of Greene County has increased its provision for loan losses for the three months ended September 30, 2020 to $1.2 million from $551,000
for the three months ended September 30, 2019. Much uncertainty remains regarding the duration of the containment strategies and the overall impact to the economy and to local businesses. Management is closely monitoring the changes within its
economic environment, stress testing the loan portfolio under various scenarios, and adjusting the allowance for loan loss as necessary to remain adequately reserved.
Analysis of allowance for loan losses activity
|
At or for the three months
ended September 30,
|
||||||||
|
(Dollars in thousands)
|
2020
|
2019
|
||||||
|
Balance at the beginning of the period
|
$
|
16,391
|
$
|
13,200
|
||||
|
Charge-offs:
|
||||||||
|
Residential real estate
|
-
|
53
|
||||||
|
Consumer installment
|
61
|
109
|
||||||
|
Commercial loans
|
-
|
199
|
||||||
|
Total loans charged off
|
61
|
361
|
||||||
|
Recoveries:
|
||||||||
|
Residential real estate
|
3
|
-
|
||||||
|
Consumer installment
|
20
|
24
|
||||||
|
Commercial loans
|
-
|
30
|
||||||
|
Total recoveries
|
23
|
54
|
||||||
|
Net charge-offs
|
38
|
307
|
||||||
|
Provisions charged to operations
|
1,243
|
551
|
||||||
|
Balance at the end of the period
|
$
|
17,596
|
$
|
13,444
|
||||
|
Net charge-offs to average loans outstanding (annualized)
|
0.02
|
%
|
0.16
|
%
|
||||
|
Net charge-offs to nonperforming assets (annualized)
|
3.50
|
%
|
32.10
|
%
|
||||
|
Allowance for loan losses to nonperforming loans
|
404.78
|
%
|
381.71
|
%
|
||||
|
Allowance for loan losses to total loans receivable
|
1.68
|
%
|
1.64
|
%
|
||||
|
Allowance for loan losses to total loans receivable (excluding PPP loans)
|
1.85
|
%
|
1.64
|
%
|
||||
Nonaccrual Loans and Nonperforming Assets
Loans are reviewed on a regular basis to assess collectability of all principal and interest payments due. Management determines that a loan is impaired or nonperforming when it is probable at least a portion of the
principal or interest will not be collected in accordance with contractual terms of the note. When a loan is determined to be impaired, the measurement of the loan is based on present value of estimated future cash flows, except that all
collateral-dependent loans are measured for impairment based on the fair value of the collateral.
Generally, management places loans on nonaccrual status once the loans have become 90 days or more delinquent or sooner if there is a significant reason for management to believe the collectability is questionable
and, therefore, interest on the loan will no longer be recognized on an accrual basis. The Company identifies impaired loans and measures the impairment in accordance with FASB ASC subtopic “Receivables – Loan
Impairment.” Management may consider a loan impaired once it is classified as nonaccrual and when it is probable that the borrower will be unable to repay the loan according to the original contractual terms of the loan agreement or the
loan is restructured in a troubled debt restructuring. It should be noted that management does not evaluate all loans individually for impairment. Generally, The Bank of Greene County considers residential mortgages, home equity loans and
installment loans as small, homogeneous loans, which are evaluated for impairment collectively based on historical loan experience and other factors. In contrast, large commercial mortgage, construction, multi-family, business loans and select
larger balance residential mortgage loans are viewed individually and considered impaired if it is probable that The Bank of Greene County will not be able to collect scheduled payments of principal and interest when due, according to the
contractual terms of the loan agreement. The measurement of impaired loans is generally based on the fair value of the underlying collateral. The majority of The Bank of Greene County loans, including most nonaccrual loans, are small homogenous
loan types adequately supported by collateral. Management considers the payment status of loans in the process of evaluating the adequacy of the allowance for loan losses among other factors. Based on this evaluation, a delinquent loan’s risk
rating may be downgraded to either pass-watch, special mention, or substandard, and the allocation of the allowance for loan loss is based upon the risk associated with such designation. A loan does not have to be 90 days delinquent in order to be
classified as nonperforming. Foreclosed real estate is considered to be a nonperforming asset.
Analysis of Nonaccrual Loans and Nonperforming Assets
|
(Dollars in thousands)
|
September 30,
2020
|
June 30,
2020
|
||||||
|
Nonaccruing loans:
|
||||||||
|
Residential real estate
|
$
|
2,274
|
$
|
2,513
|
||||
|
Multi-family
|
148
|
151
|
||||||
|
Commercial real estate
|
870
|
781
|
||||||
|
Home equity
|
253
|
319
|
||||||
|
Commercial
|
802
|
313
|
||||||
|
Total nonaccruing loans and nonperforming assets
|
$
|
4,347
|
$
|
4,077
|
||||
|
Troubled debt restructuring:
|
||||||||
|
Nonperforming (included above)
|
$
|
293
|
$
|
304
|
||||
|
Performing (accruing and excluded above)
|
905
|
909
|
||||||
|
Total nonperforming assets as a percentage of total assets
|
0.24
|
%
|
0.24
|
%
|
||||
|
Total nonperforming loans to net loans
|
0.42
|
%
|
0.41
|
%
|
||||
At September 30, 2020 and June 30, 2020, there were no loans greater than 90 days and accruing. There was no foreclosed real estate at September 30, 2020 and June 30, 2020, respectively.
The table below details additional information related to nonaccrual loans for the three months ended September 30:
|
(In thousands)
|
2020
|
2019
|
||||||
|
Interest income that would have been recorded if loans had been performing in accordance with original terms
|
$
|
135
|
$
|
101
|
||||
|
Interest income that was recorded on nonaccrual loans
|
38
|
50
|
||||||
Nonperforming assets amounted to $4.3 million at September 30, 2020 and $4.1 million at June 30, 2020, an increase of $270,000, or 6.6%. Nonaccrual loans consisted primarily of loans secured by real estate at September 30, 2020 and June 30,
2020. Loans on nonaccrual status totaled $4.3 million at September 30, 2020 of which $1.5 million were in the process of foreclosure. At September 30, 2020, there were nine residential loans in the process of foreclosure totaling $1.2 million.
Included in nonaccrual loans were $1.1 million of loans which were less than 90 days past due at September 30, 2020, but have a recent history of delinquency greater than 90 days past due. These loans will be returned to accrual status once they
have demonstrated a history of timely payments. Loans on nonaccrual status totaled $4.1 million at June 30, 2020 of which $1.3 million were in the process of foreclosure. At June 30, 2020, there were eight residential loans in the process of
foreclosure totaling $1.0 million. Included in nonaccrual loans were $1.4 million of loans which were less than 90 days past due at June 30, 2020, but have a recent history of delinquency greater than 90 days past due.
In order to assist borrowers through the COVID-19 pandemic, The Bank of Greene County has instituted a loan deferment program whereby short-term deferral of payments (3-6 months) were provided. Payment deferrals
consisted of either principal deferrals or full payment deferrals. Based on guidance provided by bank regulators on March 22, 2020 regarding deferrals granted due to COVID-19, these have not been reported as delinquent and we will continue to
recognize interest income during the deferral period. These loans will be closely monitored to determine collectability and accrual and delinquency status will be updated as deemed appropriate.
The following table details loans that have payments deferred at September 30, 2020.
|
Full Payment Deferral
|
Principal Payment Deferral
|
Total Deferral
|
||||||||||||||||||||||
|
(Dollars in thousands)
|
Balance
|
Number
of Loans
|
Balance
|
Number
of Loans
|
Balance
|
Number
of Loans
|
||||||||||||||||||
|
Residential
|
$
|
4,712
|
21
|
$
|
8,544
|
48
|
$
|
13,256
|
69
|
|||||||||||||||
|
Multi-family
|
141
|
1
|
3,853
|
6
|
3,994
|
7
|
||||||||||||||||||
|
Nonresidential
|
12,042
|
26
|
32,220
|
66
|
44,262
|
92
|
||||||||||||||||||
|
Consumer installment
|
-
|
-
|
9
|
1
|
9
|
1
|
||||||||||||||||||
|
Commercial loans
|
1,398
|
9
|
4,497
|
23
|
5,895
|
32
|
||||||||||||||||||
|
Total
|
$
|
18,293
|
57
|
$
|
49,123
|
144
|
$
|
67,416
|
201
|
|||||||||||||||
The following table details loans that have payments deferred at June 30, 2020.
|
Full Payment Deferral
|
Principal Payment Deferral
|
Total Deferral
|
||||||||||||||||||||||
|
(Dollars in thousands)
|
Balance
|
Number
of Loans
|
Balance
|
Number
of Loans
|
Balance
|
Number
of Loans
|
||||||||||||||||||
|
Residential
|
$
|
31,373
|
172
|
$
|
17,664
|
109
|
$
|
49,037
|
281
|
|||||||||||||||
|
Multi-family
|
8,264
|
10
|
4,226
|
7
|
12,490
|
17
|
||||||||||||||||||
|
Nonresidential
|
74,481
|
173
|
36,267
|
85
|
110,748
|
258
|
||||||||||||||||||
|
Commercial construction
|
339
|
1
|
-
|
-
|
339
|
1
|
||||||||||||||||||
|
Home equity
|
291
|
7
|
140
|
8
|
431
|
15
|
||||||||||||||||||
|
Consumer installment
|
116
|
10
|
133
|
17
|
250
|
27
|
||||||||||||||||||
|
Commercial loans
|
8,537
|
64
|
11,643
|
43
|
20,180
|
107
|
||||||||||||||||||
|
Total
|
$
|
123,401
|
437
|
$
|
70,073
|
269
|
$
|
193,474
|
706
|
|||||||||||||||
Impaired Loans
The Company identifies impaired loans and measures the impairment in accordance with FASB ASC subtopic “Receivables – Loan Impairment.” A loan is considered impaired when it
is probable that the borrower will be unable to repay the loan according to the original contractual terms of the loan agreement or the loan is restructured in a troubled debt restructuring.
The table below details additional information on impaired loans at September 30, 2020 and June 30, 2020:
|
(In thousands)
|
September 30, 2020
|
June 30, 2020
|
||||||
|
Balance of impaired loans, with a valuation allowance
|
$
|
1,914
|
$
|
1,662
|
||||
|
Allowances relating to impaired loans included in allowance for loan losses
|
214
|
228
|
||||||
|
Balance of impaired loans, without a valuation allowance
|
1,254
|
1,608
|
||||||
|
Total impaired loans
|
3,168
|
3,270
|
||||||
|
For the three months ended
September 30,
|
||||||||
|
(In thousands)
|
2020
|
2019
|
||||||
|
Average balance of impaired loans for the periods ended
|
$
|
3,180
|
$
|
3,448
|
||||
|
Interest income recorded on impaired loans during the periods ended
|
15
|
67
|
||||||
DEPOSITS
Deposits totaled $1.6 billion at September 30, 2020 and $1.5 billion at June 30, 2020, an increase of $117.9 million, or 7.9%. Noninterest-bearing deposits increased $17.5 million, or 12.7%, NOW deposits increased $103.0 million, or 10.8%, and
savings deposits increased $2.2 million, or 0.9%, when comparing September 30, 2020 and June 30, 2020. These increases were offset by a decrease in money market deposits of $4.3 million, or 3.2%, and a decrease in certificates of deposits of
$442,000, or 1.2%, when comparing September 30, 2020 and June 30, 2020. Typically deposits increase during the first quarter of the Company’s fiscal year as a result of an increase in municipal deposits at Greene County Commercial Bank, primarily
from tax collection. New account relationships as a result of the Company’s new branch located on Wolf Road in Colonie, NY which opened during the quarter ended September 30, 2020 also contributed to the increase in deposits.
|
(In thousands)
|
September 30, 2020
|
Percentage
of Portfolio
|
June 30, 2020
|
Percentage
of Portfolio
|
||||||||||||
|
Noninterest-bearing deposits
|
$
|
155,669
|
9.6
|
%
|
$
|
138,187
|
9.2
|
%
|
||||||||
|
Certificates of deposit
|
35,183
|
2.2
|
35,625
|
2.4
|
||||||||||||
|
Savings deposits
|
243,551
|
15.0
|
241,371
|
16.1
|
||||||||||||
|
Money market deposits
|
129,682
|
8.0
|
133,970
|
8.9
|
||||||||||||
|
NOW deposits
|
1,054,908
|
65.2
|
951,922
|
63.4
|
||||||||||||
|
Total deposits
|
$
|
1,618,993
|
100.0
|
%
|
$
|
1,501,075
|
100.0
|
%
|
||||||||
BORROWINGS
At September 30, 2020, The Bank of Greene County had pledged approximately $315.9 million of its residential and commercial mortgage portfolio as collateral for borrowing and irrevocable stand-by letters of credit at
the Federal Home Loan Bank of New York (“FHLB”). The maximum amount of funding available from the FHLB was $234.6 million at September 30, 2020, of which $6.1 million in borrowings and $20.0 million in irrevocable stand-by letters of credit were
outstanding at September 30, 2020. There were no short-term or overnight borrowings outstanding at September 30, 2020. The $6.1 million consisted of long-term fixed rate advances with a weighted average rate of 1.79% and a weighted average
maturity of 15 months. The $20.0 million of irrevocable stand-by letters of credit with the FHLB have been issued to secure municipal transactional deposit accounts, on behalf of Greene County Commercial Bank.
The Bank of Greene County also pledges securities and certificates of deposit as collateral at the Federal Reserve Bank discount window for overnight borrowings. At September 30, 2020, approximately $4.9 million of
collateral was available to be pledged against potential borrowings at the Federal Reserve Bank discount window. There were no balances outstanding with the Federal Reserve Bank at September 30, 2020. The Company had $10.9 million of the Paycheck
Protection Plan Lending Facility (“PPPLF”) outstanding as of June 30, 2020, which provides banks additional funding for liquidity whereby PPP loans are pledged as collateral. No PPPLF borrowings were outstanding at September 30, 2020.
The Bank of Greene County has established unsecured lines of credit with Atlantic Central Bankers Bank for $10.0 million and three other financial institutions for $64.5 million. Greene County Bancorp, Inc. has also
established an unsecured line of credit with Atlantic Central Bankers Bank for $7.5 million. The lines of credit provide for overnight borrowing and the interest rate is determined at the time of the borrowing. At September 30, 2020, there were
no balances outstanding on any of these lines of credit. Greene County Bancorp, Inc., had borrowings outstanding with Atlantic Central Bankers Bank of $7.0 million at June 30, 2020.
The Company entered into Subordinated Note Purchase Agreements with 12 qualified institutional investors on September 17, 2020, issued at 4.75% Fixed-to-Floating Rate due September 15, 2030, in the aggregate principal amount of $20.0
million, carried net of issuance costs of $367,000 amortized over a period of 60 months. These notes are callable on September 15, 2025.
Scheduled maturities of long-term borrowings at September 30, 2020 were as follows:
|
(In thousands)
|
||||
|
Within the twelve months ended September 30,
|
||||
|
2021
|
$
|
300
|
||
|
2022
|
5,800
|
|||
|
After 5 years
|
19,633
|
|||
|
$
|
25,733
|
|||
EQUITY
Shareholders’ equity increased $4.2 million to $133.0 million at September 30, 2020 from $128.8 million at June 30, 2020, resulting primarily from net income of $4.9 million, partially offset by dividends declared
and paid of $468,000 and an increase in other accumulated comprehensive loss of $190,000.
On September 17, 2019, the Board of Directors of the Company adopted a stock repurchase program. Under the repurchase program, the Company may repurchase up to 200,000 shares of its common stock. Repurchases will
be made at management’s discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock,
alternative uses for capital, and the Company’s financial performance. The Company did not repurchase any shares during the three months ended September 30, 2020.
Selected Equity Data:
|
September 30, 2020
|
June 30, 2020
|
|||||||
|
Shareholders’ equity to total assets, at end of period
|
7.39
|
%
|
7.68
|
%
|
||||
|
Book value per share
|
$
|
15.62
|
$
|
15.13
|
||||
|
Closing market price of common stock
|
$
|
21.69
|
$
|
22.30
|
||||
|
For the three months ended September 30,
|
||||||||
|
2020
|
2019
|
|||||||
|
Average shareholders’ equity to average assets
|
7.63
|
%
|
8.76
|
%
|
||||
|
Dividend payout ratio1
|
21.05
|
%
|
19.30
|
%
|
||||
|
Actual dividends paid to net income2
|
9.60
|
%
|
8.88
|
%
|
||||
1The dividend payout ratio has been calculated based on the dividends declared per share divided by basic earnings per share. No adjustments have been made for dividends waived by Greene County Bancorp,
MHC (“MHC”), the owner of 54.1% of the Company’s shares outstanding.
2 Dividends declared divided by net income. The MHC waived its right to receive dividends declared during the three months ended September 30, 2020. The MHC’s ability to waive the receipt of dividends
is dependent upon annual approval of its members as well as receiving the non-objection of the Federal Reserve Board.
Comparison of Operating Results for the Three Months Ended September 30, 2020 and 2019
Average Balance Sheet
The following table sets forth certain information relating to Greene County Bancorp, Inc. for the three months ended September 30, 2020 and 2019. For the periods indicated, the total dollar amount of interest
income from average interest-earning assets and the resultant yields, as well as the interest expense on average interest-bearing liabilities, are expressed both in dollars and rates. No tax equivalent adjustments were made. Average balances were
based on daily averages. Average loan balances include nonperforming loans. The loan yields include net amortization of certain deferred fees and costs that are considered adjustments to yields.
|
2020
|
2019
|
|||||||||||||||||||||||
|
(Dollars in thousands)
|
Average
Outstanding
Balance
|
Interest
Earned
/ Paid
|
Average
Yield /
Rate
|
Average
Outstanding
Balance
|
Interest
Earned /
Paid
|
Average
Yield /
Rate
|
||||||||||||||||||
|
Interest-earning Assets:
|
||||||||||||||||||||||||
|
Loans receivable, net1
|
$
|
1,029,808
|
$
|
10,192
|
3.96
|
%
|
$
|
804,498
|
$
|
9,405
|
4.68
|
%
|
||||||||||||
|
Securities2
|
642,528
|
3,122
|
1.94
|
441,557
|
2,982
|
2.70
|
||||||||||||||||||
|
Interest-bearing bank balances and federal funds
|
21,840
|
7
|
0.13
|
39,507
|
198
|
2.00
|
||||||||||||||||||
|
FHLB stock
|
1,306
|
17
|
5.21
|
1,404
|
23
|
6.55
|
||||||||||||||||||
|
Total interest-earning assets
|
1,695,482
|
13,338
|
3.15
|
%
|
1,286,966
|
12,608
|
3.92
|
%
|
||||||||||||||||
|
Cash and due from banks
|
11,529
|
10,736
|
||||||||||||||||||||||
|
Allowance for loan losses
|
(16,548
|
)
|
(13,229
|
)
|
||||||||||||||||||||
|
Other noninterest-earning assets
|
26,064
|
21,650
|
||||||||||||||||||||||
|
Total assets
|
$
|
1,716,527
|
$
|
1,306,123
|
||||||||||||||||||||
|
Interest-Bearing Liabilities:
|
||||||||||||||||||||||||
|
Savings and money market deposits
|
$
|
378,367
|
$
|
299
|
0.32
|
%
|
$
|
329,695
|
$
|
341
|
0.41
|
%
|
||||||||||||
|
NOW deposits
|
984,823
|
982
|
0.40
|
688,624
|
1,587
|
0.92
|
||||||||||||||||||
|
Certificates of deposit
|
35,300
|
108
|
1.22
|
36,984
|
122
|
1.32
|
||||||||||||||||||
|
Borrowings
|
19,896
|
133
|
2.67
|
13,736
|
58
|
1.69
|
||||||||||||||||||
|
Total interest-bearing liabilities
|
1,418,386
|
1,522
|
0.43
|
%
|
1,069,039
|
2,108
|
0.79
|
%
|
||||||||||||||||
|
Noninterest-bearing deposits
|
145,022
|
106,673
|
||||||||||||||||||||||
|
Other noninterest-bearing liabilities
|
22,128
|
16,015
|
||||||||||||||||||||||
|
Shareholders’ equity
|
130,991
|
114,396
|
||||||||||||||||||||||
|
Total liabilities and equity
|
$
|
1,716,527
|
$
|
1,306,123
|
||||||||||||||||||||
|
Net interest income
|
$
|
11,816
|
$
|
10,500
|
||||||||||||||||||||
|
Net interest rate spread
|
2.72
|
%
|
3.13
|
%
|
||||||||||||||||||||
|
Net earnings assets
|
$
|
277,096
|
$
|
217,927
|
||||||||||||||||||||
|
Net interest margin
|
2.79
|
%
|
3.26
|
%
|
||||||||||||||||||||
|
Average interest-earning assets to average interest-bearing liabilities
|
119.54
|
%
|
120.39
|
%
|
||||||||||||||||||||
1Calculated net of deferred loan fees and costs, loan discounts, and loans in process.
2Includes tax-free securities, mortgage-backed securities, and asset-backed securities.
|
Taxable-equivalent net interest income and net interest margin
|
For the three months ended
September 30,
|
|||||||
|
(Dollars in thousands)
|
2020
|
2019
|
||||||
|
Net interest income (GAAP)
|
$
|
11,816
|
$
|
10,500
|
||||
|
Tax-equivalent adjustment(1)
|
812
|
571
|
||||||
|
Net interest income (fully taxable-equivalent)
|
$
|
12,628
|
$
|
11,071
|
||||
|
Average interest-earning assets
|
$
|
1,695,482
|
$
|
1,286,966
|
||||
|
Net interest margin (fully taxable-equivalent)
|
2.98
|
%
|
3.44
|
%
|
||||
1Net interest income on a taxable-equivalent basis includes the additional amount of interest income that would have been earned if the Company’s investment in tax-exempt securities and loans had been
subject to federal and New York State income taxes yielding the same after-tax income. The rate used for this adjustment was 21% for federal income taxes and 3.98% for New York State income taxes for the period ended September 30, 2020 and 2019.
Rate / Volume Analysis
The following table presents the extent to which changes in interest rates and changes in the volume of interest-earning assets and interest-bearing liabilities have affected Greene County Bancorp, Inc.’s interest
income and interest expense during the periods indicated. Information is provided in each category with respect to:
| (i) |
Change attributable to changes in volume (changes in volume multiplied by prior rate);
|
| (ii) |
Change attributable to changes in rate (changes in rate multiplied by prior volume); and
|
| (iii) |
The net change.
|
The changes attributable to the combined impact of volume and rate have been allocated proportionately to the changes due to volume and the changes due to rate.
|
Three months ended September 30,
2020 versus 2019
|
||||||||||||
|
Increase/(Decrease)
Due To
|
Total
Increase/
|
|||||||||||
|
(Dollars in thousands)
|
Volume
|
Rate
|
(Decrease)
|
|||||||||
|
Interest-earning Assets:
|
||||||||||||
|
Loans receivable, net1
|
$
|
2,377
|
$
|
(1,590
|
)
|
$
|
787
|
|||||
|
Securities2
|
1,123
|
(983
|
)
|
140
|
||||||||
|
Interest-bearing bank balances and federal funds
|
(62
|
)
|
(129
|
)
|
(191
|
)
|
||||||
|
FHLB stock
|
(1
|
)
|
(5
|
)
|
(6
|
)
|
||||||
|
Total interest-earning assets
|
3,437
|
(2,707
|
)
|
730
|
||||||||
|
Interest-Bearing Liabilities:
|
||||||||||||
|
Savings and money market deposits
|
43
|
(85
|
)
|
(42
|
)
|
|||||||
|
NOW deposits
|
512
|
(1,117
|
)
|
(605
|
)
|
|||||||
|
Certificates of deposit
|
(5
|
)
|
(9
|
)
|
(14
|
)
|
||||||
|
Borrowings
|
33
|
42
|
75
|
|||||||||
|
Total interest-bearing liabilities
|
583
|
(1,169
|
)
|
(586
|
)
|
|||||||
|
Net change in net interest income
|
$
|
2,854
|
$
|
(1,538
|
)
|
$
|
1,316
|
|||||
1 Calculated net of deferred loan fees, loan discounts, and loans in process.
2 Includes tax-free securities, mortgage-backed securities, and asset-backed securities.
GENERAL
Return on average assets and return on average equity are common methods of measuring operating results. Annualized return on average assets decreased to 1.14% from 1.49% for the three months ended September 30, 2020 and 2019,
respectively. Annualized return on average equity decreased to 14.89% for the three months ended September 30, 2020 as compared to 17.00% for the three months ended September 30, 2019. The decrease in return on average assets and average
equity was primarily the result of balance sheet growth outpacing the growth in net income and decreases in interest yields on interest earning assets. Net income amounted to $4.9 million for the three months ended September 30, 2020 and 2019,
respectively. Average assets increased $410.4 million, or 31.4%, to $1.7 billion for the three months ended September 30, 2020 as compared to $1.3 billion for the three months ended September 30, 2019. Average equity increased $16.6 million,
or 14.5%, to $131.0 million for the three months ended September 30, 2020 as compared to $114.4 million for the three months ended September 30, 2019.
INTEREST INCOME
Interest income amounted to $13.3 million for the three months ended September 30, 2020 as compared to $12.6 million for the three months ended September 30, 2019, an increase of $730,000, or 5.8%. The increase in
average loan and securities balances had the greatest impact on interest income when comparing the three months ended September 30, 2020 and 2019, which was offset by a decrease in the yield on interest earning assets during the September 30, 2020
quarter. Average loan balances increased $225.3 million and the yield on loans decreased 72 basis points when comparing the three months ended September 30, 2020 and 2019. Average securities increased $201.0 million and the yield on such
securities decreased 76 basis points when comparing the three months ended September 30, 2020 and 2019.
INTEREST EXPENSE
Interest expense amounted to $1.5 million for the three months ended September 30, 2020 as compared to $2.1 million for the three months ended September 30, 2019, a decrease of $586,000 or 27.8%. Decreases in the
rate paid had the greatest impact on interest expense. As illustrated in the rate/volume table, interest expense decreased $1.3 million due to a 36 basis point decrease in the rate paid on interest-bearing liabilities to 0.43% for the three months
ended September 30, 2020 compared to 0.79% for the three months ended September 30, 2019. The decrease in interest expense, due to a decrease in rate on interest-bearing liabilities, was offset by an increase of $349.3 million in the average
balances on interest-bearing liabilities for the three months ended September 30, 2020 compared to September 30, 2019. The average balance of NOW deposits grew by $296.2 million, and the rate paid on these accounts decreased by 52 basis points
when comparing the three months ended September 30, 2020 and 2019. The average balance of savings and money market deposits increased $48.7 million and average balance of certificates of deposit decreased $1.7 million when comparing the three
months ended September 30, 2020 and 2019. The average balance on borrowings increased $6.2 million, and the rate increased 98 basis points when comparing the three months ended September 30, 2020 and 2019.
NET INTEREST INCOME
Net interest income increased $1.3 million to $11.8 million for the three months ended September 30, 2020 from $10.5 million for the three months ended September 30, 2019. The increase in net interest income was
primarily the result of the growth in the average balance of interest-earnings assets, which increased $408.5 million when comparing the three months ended September 30, 2020 and 2019, offset by decreases in interest rates on interest-earning
assets, which decreased 77 basis points when comparing the three months ended September 30, 2020 and 2019, respectively.
Net interest rate spread and margin both decreased when comparing the three months ended September 30, 2020 and 2019. Net interest rate spread decreased 41 basis points to 2.72% as compared to 3.13% when comparing
the three months ended September 30, 2020 and 2019, respectively. Net interest margin decreased 47 basis points to 2.79% for the three months ended September 30, 2020 as compared to 3.26% for the three months ended September 30, 2019. Decreases
in net interest rate spread and margin resulted primarily from lower yields on loans and securities as a result of the low interest rate environment, partially offset by growth in average loans and securities balances.
Net interest income on a taxable-equivalent basis includes the additional amount of interest income that would have been earned if the Company’s investment in tax-exempt securities and loans had been subject to
federal and New York State income taxes yielding the same after-tax income. Tax-equivalent net interest margin was 2.98% and 3.44% for the three months ended September 30, 2020 and 2019, respectively.
Due to the large portion of fixed-rate residential mortgages in the Company’s portfolio, interest rate risk is a concern and the Company will continue to monitor and adjust the asset and liability mix as much as
possible to take advantage of the benefits and reduce the risks or potential negative effects of a rising rate environment. Management attempts to mitigate the interest rate risk through balance sheet composition. Several strategies are used to
help manage interest rate risk such as maintaining a high level of liquid assets such as short-term federal funds sold and various investment securities and maintaining a high concentration of less interest-rate sensitive and lower-costing core
deposits.
The Federal Reserve Bank has taken a number of measures in an attempt to mitigate the impact of the coronavirus on the economy. The Federal Reserve Bank has maintained interest rates near 0.00%-0.25% which has had an
impact to the Company for the three months ended September 30, 2020. It is anticipated that the low interest rate environment will continue to have a negative impact on the Company’s interest spread and margin during the fiscal year ended June 30,
2021. The Company continually monitors its interest rate risk and the impact to net interest income and capital from the interest rate decrease is well within established limits.
PROVISION FOR LOAN LOSSES
Management continues to closely monitor asset quality and adjust the level of the allowance for loan losses when necessary. The amount recognized for the provision for loan losses is determined by management based
on its ongoing analysis of the adequacy of the allowance for loan losses. Provision for loan losses amounted to $1.2 million and $551,000 for the three months ended September 30, 2020 and 2019, respectively. The increase in provision for loan loss
was due to the impact of the COVID-19 pandemic as well as growth in gross loans and an increase in loans adversely classified. During fiscal 2020, the Company instituted a loan deferment program whereby short-term (3-6 months) deferral of
principal and/or interest payments had been provided. At September 30, 2020, the Company still had $67.4 million or 201 loans on payment deferral as a result of the pandemic, which is down from $193.5 million or 706 loans at June 30, 2020.
Management continues to monitor these loans, however, it remains uncertain that all of these loans will continue to perform as agreed once they reach the end of the deferral period. As a result, the Company increased the provision for loan loss for
the three months ended September 30, 2020. Loans classified as substandard or special mention totaled $38.9 million at September 30, 2020, compared to $32.8 million at June 30, 2020, an increase of $6.1 million. The increase in classified loans
is due to a deterioration of borrowers’ cash flow in their most recent financial statements. These loans are performing as of September 30, 2020. The reserves on loans classified as substandard or special mention totaled $3.9 million at September
30, 2020 compared to $2.4 million at June 30, 2020, an increase of $1.5 million which is attributable to the increase in classified loans. No loans were classified as doubtful or loss at September 30, 2020 or June 30, 2020. Allowance for loan
losses to total loans receivable was 1.68% at September 30, 2020, and 1.62% at June 30, 2020. Total loans receivable included $100.5 million and $99.8 million of SBA PPP Paycheck Protection loans at September 30, 2020 and June 30, 2020,
respectively. Excluding these SBA guaranteed loans, the allowance for loan losses to total loans receivable would have been 1.85% and 1.80% at September 30, 2020 and June 30, 2020, respectively.
Net charge-offs amounted to $38,000 and $307,000 for the three months ended September 30, 2020 and 2019, respectively, a decrease of $269,000. The decrease in charge-off activity was primarily within the consumer and
commercial loan portfolios.
Nonperforming loans amounted to $4.3 million and $4.1 million at September 30, 2020 and June 30, 2020, respectively. At September 30, 2020 and June 30, 2020, respectively, nonperforming assets were 0.24% of total
assets. Nonperforming loans were 0.42% and 0.41% of net loans at September 30, 2020 and June 30, 2020, respectively. At September 30, 2019, nonperforming assets to total assets were 0.27% and nonperforming loans to net loans were 0.44%. The
Company has not been an originator of “no documentation” mortgage loans, and the loan portfolio does not include any mortgage loans that the Company classifies as sub-prime.
NONINTEREST INCOME
|
(Dollars in thousands)
|
For the three months
ended September 30,
|
Change from
Prior Year
|
||||||||||||||
|
Noninterest income:
|
2020
|
2019
|
Amount
|
Percent
|
||||||||||||
|
Service charges on deposit accounts
|
$
|
806
|
$
|
1,125
|
$
|
(319
|
)
|
(28.36
|
)%
|
|||||||
|
Debit card fees
|
893
|
743
|
150
|
20.19
|
||||||||||||
|
Investment services
|
161
|
145
|
16
|
11.03
|
||||||||||||
|
E-commerce fees
|
29
|
35
|
(6
|
)
|
(17.14
|
)
|
||||||||||
|
Other operating income
|
189
|
218
|
(29
|
)
|
(13.30
|
)
|
||||||||||
|
Total noninterest income
|
$
|
2,078
|
$
|
2,266
|
$
|
(188
|
)
|
(8.30
|
)
|
|||||||
Noninterest income decreased $188,000, or 8.3%, and totaled $2.1 million and $2.3 million for the three months ended September 30, 2020 and 2019. The decrease was primarily due to decreases in service charges on
deposit accounts offset by an increase in debit card fees resulting from continued growth in the number of checking accounts with debit cards.
NONINTEREST EXPENSE
|
(Dollars in thousands)
|
For the three months
ended September 30,
|
Change from
Prior Year
|
||||||||||||||
|
Noninterest expense:
|
2020
|
2019
|
Amount
|
Percent
|
||||||||||||
|
Salaries and employee benefits
|
$
|
4,407
|
$
|
3,942
|
$
|
465
|
11.80
|
%
|
||||||||
|
Occupancy expense
|
515
|
466
|
49
|
10.52
|
||||||||||||
|
Equipment and furniture expense
|
151
|
281
|
(130
|
)
|
(46.26
|
)
|
||||||||||
|
Service and data processing fees
|
613
|
574
|
39
|
6.79
|
||||||||||||
|
Computer software, supplies and support
|
306
|
242
|
64
|
26.45
|
||||||||||||
|
Advertising and promotion
|
111
|
116
|
(5
|
)
|
(4.31
|
)
|
||||||||||
|
FDIC insurance premiums
|
174
|
(39
|
)
|
213
|
546.15
|
|||||||||||
|
Legal and professional fees
|
276
|
279
|
(3
|
)
|
(1.08
|
)
|
||||||||||
|
Other
|
580
|
561
|
19
|
3.39
|
||||||||||||
|
Total noninterest expense
|
$
|
7,133
|
$
|
6,422
|
$
|
711
|
11.07
|
%
|
||||||||
Noninterest expense increased $711,000 or 11.1%, to $7.1 million for the three months ended September 30, 2020 as compared to $6.4 million for the three months ended September 30, 2019. The increases during the three
months ended September 30, 2020 were primarily due to an increase in salaries and employee benefits expenses resulting from additional staffing for a new branch located in Albany, New York, which opened in September 2020 and increases in FDIC
insurance premiums. The lower FDIC insurance premiums for the three months ended September 30, 2019, was a result of a credit received totaling $108,000.
INCOME TAXES
Provision for income taxes directly reflects the expected tax associated with the pre-tax income generated for the given year and certain regulatory requirements. The effective tax rate was 11.7% for the three
months ended September 30, 2020, compared to 16.1% for the three months ended September 30, 2019. The statutory tax rate is impacted by the benefits derived from tax exempt bond and loan income, the Company’s real estate investment trust
subsidiary income, as well as the tax benefits derived from premiums paid to the Company’s pooled captive insurance subsidiary to arrive at the effective tax rate.
LIQUIDITY AND CAPITAL RESOURCES
Market risk is the risk of loss in a financial instrument arising from adverse changes in market rates or prices such as interest rates, foreign currency exchange rates, commodity prices, and equity prices. Greene
County Bancorp, Inc.’s most significant form of market risk is interest rate risk since the majority of Greene County Bancorp, Inc.’s assets and liabilities are sensitive to changes in interest rates. Greene County Bancorp, Inc.’s primary sources
of funds are deposits and proceeds from principal and interest payments on loans, mortgage-backed securities and debt securities, with lines of credit available through the Federal Home Loan Bank and Atlantic Central Bankers Bank as needed. While
maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit outflows, mortgage prepayments, and lending activities are greatly influenced by general interest rates, economic conditions and competition.
The impact of the COVID-19 pandemic has added to the uncertainty regarding the Company’s liquidity needs, with reductions in interest and principal payments from loans and changes in deposit activity, estimating cash flow has become more
challenging. At September 30, 2020, the Company had $76.2 million in cash and cash equivalents, representing 4.2% of total assets, and had $295.5 million available in unused lines of credit. The Federal Reserve has instituted a program, the
Paycheck Protection Plan Lending Facility (“PPPLF”) to provide banks additional funding for liquidity whereby the PPP loans are pledged as collateral. The PPPLF will allow banks to offer these loans to local businesses while maintaining strong
liquidity to meet cash flow needs. Principal repayment of these borrowings will be made upon receipt of payment on the underlying loans being pledged as collateral and interest will be charged at a rate of 0.35%. The PPPLF provides an additional
$100.5 million of available unused line of credit to the Company at September 30, 2020. The Company had no borrowings through the PPPLF outstanding at September 30, 2020.
At September 30, 2020, liquidity measures were as follows:
|
Cash equivalents/(deposits plus short term borrowings)
|
4.70
|
%
|
||
|
(Cash equivalents plus unpledged securities)/(deposits plus short term borrowings)
|
8.94
|
%
|
||
|
(Cash equivalents plus unpledged securities plus additional borrowing capacity)/(deposits plus short term borrowings)
|
33.39
|
%
|
The Bank of Greene County’s unfunded loan commitments and unused lines of credit are as follows at September 30, 2020:
|
(In thousands)
|
2020
|
|||
|
Unfunded loan commitments
|
$
|
96,934
|
||
|
Unused lines of credit
|
79,808
|
|||
|
Standby letters of credit
|
200
|
|||
|
Total commitments
|
$
|
176,942
|
||
Greene County Bancorp, Inc. anticipates that it will have sufficient funds available to meet current loan commitments based on the level of cash and cash equivalents as well as the available-for-sale investment
portfolio and borrowing capacity.
Risk Participation Agreements
Risk participation agreements (“RPAs”) are guarantees issued by the Company to other parties for a fee, whereby the Company agrees to participate in the credit risk of a derivative customer of the other party. Under
the terms of these agreements, the “participating bank” receives a fee from the “lead bank” in exchange for the guarantee of reimbursement if the customer defaults on an interest rate swap. The interest rate swap is transacted such that any and all
exchanges of interest payments (favorable and unfavorable) are made between the lead bank and the customer. In the event that an early termination of the swap occurs and the customer is unable to make a required close out payment, the participating
bank assumes that obligation and is required to make this payment.
RPAs where the Company acts as the lead bank are referred to as “participations-out,” in reference to the credit risk associated with the customer derivatives being transferred out of the Company. Participations-out
generally occur concurrently with the sale of new customer derivatives. The Company had no participations-out at September 30, 2020 or June 30, 2020. RPAs where the Company acts as the participating bank are referred to as “participations-in,” in
reference to the credit risk associated with the counterparty’s derivatives being assumed by the Company. The Company’s maximum credit exposure is based on its proportionate share of the settlement amount of the referenced interest rate swap.
Settlement amounts are generally calculated based on the fair value of the swap plus outstanding accrued interest receivables from the customer. The Company’s estimate of the credit exposure associated with its risk participations-in was $4.4
million and $3.3 million at September 30, 2020 and June 30, 2020, respectively. The current amount of credit exposure is spread out over ten counterparties, and terms range between one to ten years.
Greene County Bancorp, Inc. anticipates that it will have sufficient funds available to meet current loan commitments based on the level of cash and cash equivalents as well as the available-for-sale investment
portfolio and borrowing capacity.
The Bank of Greene County and Greene County Commercial Bank met all applicable regulatory capital requirements at September 30, 2020 and June 30, 2020. Consolidated shareholders’ equity represented 7.4% and 7.7% of
total assets at September 30, 2020 and at June 30, 2020, respectively.
|
(Dollars in thousands)
|
Actual
|
For Capital
Adequacy
|
To Be Well
Capitalized
Prompt
Action
|
Capital Conservation
Buffer
|
||||||||||||||||||||||||||||
|
The Bank of Greene County
|
Amount
|
Ratio
|
Amount
|
Ratio
|
Amount
|
Ratio
|
Actual
|
Required
|
||||||||||||||||||||||||
|
As of September 30, 2020:
|
||||||||||||||||||||||||||||||||
|
Total risk-based capital
|
$
|
152,790
|
16.2
|
%
|
$
|
75,255
|
8.0
|
%
|
$
|
94,068
|
10.0
|
%
|
8.24
|
%
|
2.50
|
%
|
||||||||||||||||
|
Tier 1 risk-based capital
|
140,960
|
15.0
|
56,441
|
6.0
|
75,255
|
8.0
|
8.99
|
2.50
|
||||||||||||||||||||||||
|
Common equity tier 1 capital
|
140,960
|
15.0
|
42,331
|
4.5
|
61,144
|
6.5
|
10.49
|
2.50
|
||||||||||||||||||||||||
|
Tier 1 leverage ratio
|
140,960
|
8.3
|
68,359
|
4.0
|
85,449
|
5.0
|
4.25
|
2.50
|
||||||||||||||||||||||||
|
As of June 30, 2020:
|
||||||||||||||||||||||||||||||||
|
Total risk-based capital
|
$
|
142,524
|
16.0
|
%
|
$
|
71,393
|
8.0
|
%
|
$
|
89,241
|
10.0
|
%
|
7.97
|
%
|
2.50
|
%
|
||||||||||||||||
|
Tier 1 risk-based capital
|
131,305
|
14.7
|
53,545
|
6.0
|
71,393
|
8.0
|
8.71
|
2.50
|
||||||||||||||||||||||||
|
Common equity tier 1 capital
|
131,305
|
14.7
|
40,158
|
4.5
|
58,007
|
6.5
|
10.21
|
2.50
|
||||||||||||||||||||||||
|
Tier 1 leverage ratio(1)
|
131,305
|
8.1
|
65,238
|
4.0
|
81,547
|
5.0
|
4.05
|
2.50
|
||||||||||||||||||||||||
|
Greene County Commercial Bank
|
||||||||||||||||||||||||||||||||
|
As of September 30, 2020:
|
||||||||||||||||||||||||||||||||
|
Total risk-based capital
|
$
|
62,468
|
44.8
|
%
|
$
|
11,153
|
8.0
|
%
|
$
|
13,942
|
10.0
|
%
|
36.81
|
%
|
2.50
|
%
|
||||||||||||||||
|
Tier 1 risk-based capital
|
62,468
|
44.8
|
8,365
|
6.0
|
11,513
|
8.0
|
38.81
|
2.50
|
||||||||||||||||||||||||
|
Common equity tier 1 capital
|
62,468
|
44.8
|
6,274
|
4.5
|
9,062
|
6.5
|
40.31
|
2.50
|
||||||||||||||||||||||||
|
Tier 1 leverage ratio
|
62,468
|
9.6
|
25,988
|
4.0
|
32,485
|
5.0
|
5.62
|
2.50
|
||||||||||||||||||||||||
|
As of June 30, 2020:
|
||||||||||||||||||||||||||||||||
|
Total risk-based capital
|
$
|
60,832
|
45.3
|
%
|
$
|
10,754
|
8.0
|
%
|
$
|
13,442
|
10.0
|
%
|
37.26
|
%
|
2.50
|
%
|
||||||||||||||||
|
Tier 1 risk-based capital
|
60,832
|
45.3
|
8,065
|
6.0
|
10,754
|
8.0
|
39.26
|
2.50
|
||||||||||||||||||||||||
|
Common equity tier 1 capital
|
60,832
|
45.3
|
6,049
|
4.5
|
8,737
|
6.5
|
40.76
|
2.50
|
||||||||||||||||||||||||
|
Tier 1 leverage ratio
|
60,832
|
9.0
|
26,976
|
4.0
|
33,720
|
5.0
|
5.02
|
2.50
|
||||||||||||||||||||||||
(1) Average assets have been adjusted for PPPLF borrowings in calculation of Tier 1 Leverage Ratio.
| Item 3. |
Quantitative and Qualitative Disclosures About Market Risk
|
Not applicable to smaller reporting companies.
| Item 4. |
Controls and Procedures
|
Under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, the Company evaluated the effectiveness of the design and operation of
its disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer
concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports that the Company files or submits under the
Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and in timely altering them to material information relating to the Company (or its
consolidated subsidiaries) required to be filed in its periodic SEC filings.
There has been no change in the Company’s internal control over financial reporting in connection with the quarterly evaluation that occurred during the Company’s last fiscal quarter that has materially affected, or
is reasonably likely to materially affect, the Company’s internal control over financial reporting.
Greene County Bancorp, Inc. and its subsidiaries are not engaged in any material legal proceedings at the present time.
Not applicable to smaller reporting companies.
|
a)
|
Not applicable
|
| b) |
Not applicable
|
| c) |
On September 17, 2019, the Board of Directors of the Company adopted a stock repurchase program. Under the repurchase program, the Company is authorized to repurchase up to 200,000 shares of its common stock. Repurchases will be made
at management’s discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock,
alternative uses for capital, and the Company’s financial performance. There were no additional share repurchases during the quarter ended September 30, 2020.
|
Not applicable
Not applicable
| a) |
Not applicable
|
| b) |
There were no material changes to the procedures by which security holders may recommend nominees to the Company’s Board of Directors during the period covered by this Form 10-Q.
|
|
Exhibits
|
|
|
Certification of Chief Executive Officer, adopted pursuant to Rule 13a-14(a)/15d-14(a)
|
|
|
Certification of Chief Financial Officer, adopted pursuant to Rule 13a-14(a)/15d-14(a)
|
|
|
Statement of Chief Executive Officer, furnished pursuant to U.S.C. Section 1350
|
|
|
Statement of Chief Financial Officer, furnished pursuant to U.S.C. Section 1350
|
|
|
101
|
The following materials from Greene County Bancorp, Inc. Form 10-Q for the quarter ended September 30, 2020, formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Statements of Income, (ii) the Consolidated
Statements of Financial Condition, (iii) Consolidated Statements of Cash Flows and (iv) related notes, tagged as blocks of text.
|
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed by the undersigned thereunto duly authorized.
Greene County Bancorp, Inc.
Date: November 10, 2020
By: /s/ Donald E. Gibson
Donald E. Gibson
President and Chief Executive Officer
Date: November 10, 2020
By: /s/ Michelle M. Plummer
Michelle M. Plummer, CPA, CGMA
Executive Vice President, Chief Financial Officer, and Chief Operating Officer
47
EXHIBIT 31.1
Certification of Chief Executive Officer
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Donald E. Gibson, certify that:
| 1. |
I have reviewed this quarterly report on Form 10-Q of Greene County Bancorp, Inc.;
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| 2. |
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by this report;
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| 3. |
Based on my knowledge, the consolidated financial statements, and other financial information included in this quarterly report, fairly present in all material respects the consolidated financial condition, consolidated results of
operations and consolidated cash flows of the registrant as of, and for, the periods presented in this report;
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| 4. |
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
| 5. |
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of
directors:
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a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s
ability to record, process, summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date: November 10, 2020
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/s/ Donald E. Gibson
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Donald E. Gibson,
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President and Chief Executive Officer
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EXHIBIT 31.2
Certification of Chief Financial Officer
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Michelle M. Plummer, certify that:
| 1. |
I have reviewed this quarterly report on Form 10-Q of Greene County Bancorp, Inc.;
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| 2. |
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by this report;
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| 3. |
Based on my knowledge, the consolidated financial statements, and other financial information included in this quarterly report, fairly present in all material respects the consolidated financial condition, consolidated results of
operations and consolidated cash flows of the registrant as of, and for, the periods presented in this report;
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| 4. |
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter
that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
| 5. |
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of
directors:
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a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s
ability to record, process, summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date: November 10, 2020
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/s/ Michelle M. Plummer
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Michelle M. Plummer, CPA, CGMA
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Executive Vice President, Chief Financial Officer
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and Chief Operating Officer
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EXHIBIT 32.1
Statement of Chief Executive Officer
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Donald E. Gibson, President and Chief Executive Officer, of Greene County Bancorp, Inc. (the “Company”) certifies in his capacity as an officer of the Company that he has reviewed the Quarterly Report of the Company
on Form 10-Q for the quarter ended September 30, 2020 and that to the best of his knowledge:
| a. |
the report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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| b. |
the information contained in the report fairly presents, in all material respects, the consolidated financial condition and consolidated results of operations of the Company as of the dates and for the periods covered by the report.
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This statement is authorized to be attached as an exhibit to the report so that this statement will accompany the report at such time as the report is filed with the Securities and Exchange Commission pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, 18 USC 1350. It is not intended that this statement be deemed to be filed for purposes of the Securities Exchange Act of 1934, as amended.
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Date: November 10, 2020
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/s/ Donald E. Gibson
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Donald E. Gibson,
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President and Chief Executive Officer
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Statement of Chief Financial Officer
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Michelle M. Plummer, Chief Financial Officer, of Greene County Bancorp, Inc. (the “Company”) certifies in her capacity as an officer of the Company that he or she has reviewed the Quarterly Report of the Company on
Form 10-Q for the quarter ended September 30, 2020 and that to the best of her knowledge:
| a. |
the report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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| b. |
the information contained in the report fairly presents, in all material respects, the consolidated financial condition and consolidated results of operations of the Company as of the dates and for the periods covered by the report.
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This statement is authorized to be attached as an exhibit to the report so that this statement will accompany the report at such time as the report is filed with the Securities and Exchange Commission pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, 18 USC 1350. It is not intended that this statement be deemed to be filed for purposes of the Securities Exchange Act of 1934, as amended.
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Date: November 10, 2020
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/s/ Michelle M. Plummer
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Michelle M. Plummer, CPA, CGMA
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Executive Vice President, Chief Financial Officer
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and Chief Operating Officer
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