x
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
¨
|
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
Kentucky
|
61-0912615
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
(I.R.S.
Employer
Identification
No.)
|
|
1065
Ashley Street, Bowling Green, Kentucky
|
42103
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Large
accelerated filer ¨
|
||||
Accelerated
filer ¨
|
||||
Non-accelerated
filer ¨
|
||||
Smaller
reporting company x
|
PART
I – FINANCIAL INFORMATION
|
||
ITEM
1
|
FINANCIAL
STATEMENTS
|
4
|
ITEM
2
|
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
|
19
|
ITEM
3
|
QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
34
|
ITEM
4
|
CONTROLS
AND PROCEDURES
|
34
|
PART
II –
|
OTHER
INFORMATION
|
|
ITEM 6
|
EXHIBITS
|
35
|
SIGNATURES
|
36
|
Part
1. Financial Information
|
Citizens
First Corporation
|
|||
Unaudited
Consolidated Balance Sheets
Dollars
in thousands except share data
|
|||
|
March 31, 2010
|
December 31, 2009
|
|
Assets
|
|||
Cash
and due from financial institutions
|
$6,139
|
$6,619
|
|
Federal
funds sold
|
6,637
|
3,137
|
|
Cash
and cash equivalents
|
12,776
|
9,756
|
|
Available
for sale securities
|
39,250
|
41,059
|
|
Loans
held for sale
|
510
|
295
|
|
Loans,
net of allowance of $4,083 and $3,988 at March 31, 2010 and December 31,
2009, respectively
|
261,343
|
259,934
|
|
Premises
and equipment, net
|
10,730
|
10,846
|
|
Bank
owned life insurance
|
6,834
|
6,760
|
|
Federal
Home Loan Bank (FHLB) stock, at cost
|
2,025
|
2,025
|
|
Accrued
interest receivable
|
2,082
|
2,111
|
|
Deferred
income taxes
|
4,470
|
3,888
|
|
Goodwill
|
2,575
|
2,575
|
|
Core
deposit intangible
|
1,227
|
1,293
|
|
Other
assets
|
2,906
|
3,689
|
|
Total
assets
|
$346,728
|
$344,231
|
|
Liabilities
and Stockholders' Equity
|
|||
Liabilities
|
|||
Deposits:
|
|||
Non-interest
bearing
|
$37,000
|
$36,586
|
|
Savings,
NOW and money market
|
75,188
|
75,244
|
|
Time
|
183,226
|
176,690
|
|
Total
deposits
|
295,414
|
288,520
|
|
Securities
sold under repurchase agreements
|
895
|
800
|
|
FHLB
advances
|
6,500
|
11,500
|
|
Subordinated
debentures
|
5,000
|
5,000
|
|
Accrued
interest payable
|
480
|
440
|
|
Other
liabilities
|
1,106
|
1,113
|
|
Total
liabilities
|
309,395
|
307,373
|
|
Stockholders'
Equity:
|
|||
6.5%
cumulative preferred stock, no par value; authorized 250 shares;
liquidation preference of $7,998; issued and outstanding 250
shares at March 31, 2010 and at December 31, 2009,
respectively
|
7,659
|
7,659
|
|
5.0%
Series A preferred stock; no par value; authorized 250 shares,
aggregate liquidation preference of $8,779; issued and outstanding 250
shares at March 31, 2010 and at December 31, 2009,
respectively
|
8,539
|
8,523
|
|
Common
stock, no par value; authorized 5,000,000 shares; issued and outstanding
1,968,777 shares at March 31, 2010 and at December 31, 2009,
respectively
|
27,072
|
27,072
|
|
Accumulated
deficit
|
(5,596)
|
(5,873)
|
|
Accumulated
other comprehensive loss
|
(341)
|
(523)
|
|
Total
stockholders' equity
|
37,333
|
36,858
|
|
Total
liabilities and stockholders' equity
|
$346,728
|
$344,231
|
|
See
Notes to Unaudited Consolidated Financial
Statements
|
Citizens
First Corporation
Unaudited
Consolidated Statements of Income
Dollars
in thousands, except per share data
|
|||
Three months ended March
31,
|
|||
2010
|
2009
|
||
Interest
and dividend income
|
|||
Loans
|
$3,969
|
$4,018
|
|
Taxable
securities
|
155
|
266
|
|
Non-taxable
securities
|
183
|
188
|
|
Federal
funds sold and other
|
26
|
27
|
|
Total
interest and dividend income
|
4,333
|
4,499
|
|
Interest
expense
|
|||
Deposits
|
1,244
|
1,576
|
|
FHLB
advances
|
67
|
175
|
|
Subordinated
debentures
|
23
|
38
|
|
Short-term
borrowings
|
3
|
49
|
|
Total
interest expense
|
1,337
|
1,838
|
|
Net
interest income
|
2,996
|
2,661
|
|
Provision
for loan losses
|
400
|
300
|
|
Net
interest income after provision for loan losses
|
2,596
|
2,361
|
|
Non-interest
income
|
|||
Service
charges on deposit accounts
|
326
|
301
|
|
Other
service charges and fees
|
78
|
79
|
|
Gain
on sale of mortgage loans
|
38
|
112
|
|
Lease
income
|
38
|
43
|
|
BOLI
income
|
74
|
75
|
|
Other
income
|
36
|
31
|
|
Total
non-interest income
|
590
|
641
|
|
Non-interest
expenses
|
|||
Salaries
and employee benefits
|
1,101
|
1,328
|
|
Net
occupancy expense
|
310
|
316
|
|
Equipment
expense
|
161
|
180
|
|
Advertising
and public relations
|
47
|
86
|
|
Professional
fees
|
116
|
155
|
|
Data
processing services
|
208
|
136
|
|
Franchise
shares and deposit tax
|
105
|
125
|
|
FDIC
Insurance
|
124
|
101
|
|
Core
deposit intangible amortization
|
66
|
70
|
|
Postage
and office supplies
|
39
|
55
|
|
Telephone
and other communication
|
43
|
54
|
|
Other
real estate owned expenses
|
70
|
79
|
|
Other
|
152
|
176
|
|
Total
non-interest expenses
|
2,542
|
2,861
|
|
Income
before income taxes
|
644
|
141
|
|
Provision/(benefit)
for income taxes
|
113
|
(65)
|
|
Net
income
|
$ 531
|
$ 206
|
|
Dividends
declared and accretion on preferred stock
|
254
|
252
|
|
Net
income (loss) available for common stockholders
|
$
277
|
$ (46)
|
|
Earnings
(loss) per share, basic and diluted
|
$
0.14
|
$(0.02)
|
|
See
Notes to Unaudited Consolidated Financial
Statements
|
Citizens
First Corporation
|
|||
Unaudited
Consolidated Statements of Changes in Stockholders' Equity
Dollars
in thousands, except share data
|
|||
|
Three months ended March
31,
|
||
2010
|
2009
|
||
Balance
January 1
|
$36,858
|
$39,285
|
|
Net
income
|
531
|
206
|
|
Stock-based
compensation
|
-
|
13
|
|
Payment
of preferred dividends, $476 and $472 per share for 2010 and
2009
|
(238)
|
(236)
|
|
Other
comprehensive income, net of tax
|
182
|
178
|
|
Balance
at end of period
|
$37,333
|
$39,446
|
|
Citizens
First Corporation
|
|||
Unaudited
Consolidated Statements of Comprehensive Income (Loss)
Dollars
in thousands
|
|||
Three months ended March
31,
|
|||
2010
|
2009
|
||
Net
income
|
$ 531
|
$ 206
|
|
Other
comprehensive income, net of tax:
|
|||
Unrealized
gain on available for sale securities, net
|
182
|
178
|
|
Comprehensive
income
|
$713
|
$384
|
|
Citizens
First Corporation
Unaudited
Consolidated Statements of Cash Flows
Dollars
in thousands
|
|||
Three
months ended March 31
|
|||
2010
|
2009
|
||
Operating
activities:
|
|||
Net income
|
$
531
|
$
206
|
|
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
|||
Depreciation
and amortization
|
197
|
201
|
|
Stock-based
compensation expense
|
-
|
13
|
|
Provision
for loan losses
|
400
|
300
|
|
Amortization
of premiums and discounts on securities
|
4
|
29
|
|
Amortization
of core deposit intangible
|
66
|
70
|
|
Deferred
income taxes
|
(582)
|
92
|
|
Sale
of mortgage loans held for sale
|
2,186
|
7,926
|
|
Origination
of mortgage loans for sale
|
(2,363)
|
(8,271)
|
|
Gain
on the sale of property plant and equipment
|
(4)
|
(4)
|
|
Gains
on sales of loans
|
(38)
|
(112)
|
|
Net
loss on sale of other real estate owned
|
65
|
47
|
|
Changes
in:
|
|||
Interest
receivable
|
29
|
143
|
|
Other
assets
|
601
|
(88)
|
|
Interest
payable and other liabilities
|
(61)
|
(430)
|
|
Net
cash provided by operating activities
|
1,031
|
122
|
|
Investing
activities:
|
|||
Loan
originations and payments, net
|
(1,809)
|
2,296
|
|
Purchases
of premises and equipment
|
(82)
|
(349)
|
|
Purchase
of available-for-sale securities
|
(7,020)
|
(6,775)
|
|
Proceeds
from maturities of available-for-sale securities
|
9,101
|
2,489
|
|
Proceeds
from sale of other real estate owned
|
44
|
685
|
|
Proceeds
from disposal of property plant and equipment
|
4
|
4
|
|
Net
cash provided by/(used in) investing activities
|
238
|
(1,650)
|
|
Financing
activities:
|
|||
Net
change in demand deposits, money market, NOW, and savings
accounts
|
358
|
12,792
|
|
Net
change in time deposits
|
6,536
|
(7,569)
|
|
Proceeds
from FHLB advances
|
5,800
|
3,000
|
|
Repayment
of FHLB advances
|
(10,800)
|
(6,000)
|
|
Net
change in repurchase agreements
|
95
|
(2,416)
|
|
Dividends
paid on preferred stock
|
(238)
|
(236)
|
|
Net
cash provided by/(used in) financing activities
|
1,751
|
(429)
|
|
Increase/(Decrease)
in cash and cash equivalents
|
3,020
|
(1,957)
|
|
Cash
and cash equivalents, beginning of year
|
9,756
|
15,331
|
|
Cash
and cash equivalents, end of quarter
|
$12,776
|
$13,374
|
|
Supplemental
Cash Flows Information:
|
|||
Interest
paid
|
$1,297
|
$1,848
|
|
Income
taxes paid
|
$ -
|
$ -
|
|
Loans
transferred to other real estate
|
$
-
|
$ 225
|
|
See
Notes to Unaudited Consolidated Financial
Statements
|
Note
2 - Reclassifications
|
2010
|
||
Shares
|
Weighted-
Average
Exercise
Price
|
|
Outstanding,
beginning of year
|
91,260
|
$15.22
|
Granted
|
-
|
-
|
Exercised
|
-
|
-
|
Forfeited
|
-
|
-
|
Expired
|
-
|
-
|
Outstanding,
end of period
|
91,260
|
$15.22
|
Options
exercisable, end of period
|
91,260
|
$15.22
|
(Dollars
in Thousands)
|
||||
Amortized
Cost
|
Gross
Unrealized
Gains
|
Gross
Unrealized
Losses
|
Fair
Value
|
|
March
31, 2010
|
||||
U. S. government
agencies
|
$17,231
|
$5
|
$(86)
|
$17,150
|
State and
municipal
|
18,803
|
497
|
(33)
|
19,267
|
Agency
mortgage-backed securities: residential
|
1,871
|
62
|
-
|
1,933
|
Trust
preferred security
|
1,862
|
-
|
(962)
|
900
|
Total
investment securities
|
$39,767
|
$564
|
$(1,081)
|
$39,250
|
December
31, 2009
|
||||
U. S.
government agencies
|
$19,178
|
$14
|
$(90)
|
$19,102
|
State and
municipal
|
18,809
|
441
|
(54)
|
19,196
|
Agency
mortgage-backed securities:
residential
|
2,004
|
57
|
-
|
2,061
|
Trust
preferred security
|
1,861
|
-
|
(1,161)
|
700
|
Total
investment securities
|
$41,852
|
$512
|
$(1,305)
|
$41,059
|
March
31, 2010
(Dollars
in Thousands)
|
||||
Available
for Sale
|
||||
Amortized Cost
|
Fair Value
|
|||
Due in one
year or less
|
$ 206
|
$ 209
|
||
Due from one
to five years
|
11,471
|
11,542
|
||
Due from five
to ten years
|
15,254
|
15,427
|
||
Due after ten
years
|
10,965
|
10,139
|
||
Agency
mortgage-backed: residential
|
1,871
|
1,933
|
||
Total
|
$39,767
|
$39,250
|
(Dollars
in Thousands)
|
||||||
Less
than 12 Months
|
12
Months or More
|
Total
|
||||
Description
of
Securities
|
Fair
Value
|
Unrealized
Losses
|
Fair
Value
|
Unrealized
Losses
|
Fair
Value
|
Unrealized
Losses
|
March
31, 2010:
|
||||||
U.S.
government agencies
|
$13,650
|
$ (86)
|
$ -
|
$ -
|
$ 13,650
|
$ (86)
|
State and municipal
|
1,310
|
(16)
|
597
|
(17)
|
1,907
|
(33)
|
Trust
preferred security
|
-
|
-
|
900
|
(962)
|
900
|
(962)
|
Total
temporarily impaired
|
$14,960
|
$(102)
|
$1,497
|
$(979)
|
$16,457
|
$(1,081)
|
(Dollars
in Thousands)
|
||||||
Less
than 12 Months
|
12
Months or More
|
Total
|
||||
Description
of
Securities
|
Fair
Value
|
Unrealized
Losses
|
Fair
Value
|
Unrealized
Losses
|
Fair
Value
|
Unrealized
Losses
|
December
31, 2009:
|
||||||
U.S.
government agencies
|
$
9,619
|
$ (90)
|
$ -
|
$ -
|
$ 9,619
|
$ (90)
|
State and municipal
|
1,887
|
(54)
|
-
|
-
|
1,887
|
(54)
|
Trust
preferred security
|
-
|
-
|
700
|
(1,161)
|
700
|
(1,161)
|
Total
temporarily impaired
|
$11,506
|
$(144)
|
$700
|
$(1,161)
|
$12,206
|
$(1,305)
|
Note
6 - Loans and Allowance for Loan
Losses
|
(Dollars
in Thousands)
|
||||
March
31, 2010
|
December
31, 2009
|
|||
Commercial
and agricultural
|
$79,409
|
$74,944
|
||
Commercial
real estate
|
102,975
|
104,768
|
||
Residential
real estate
|
72,542
|
73,166
|
||
Consumer
|
10,500
|
11,044
|
||
Total
loans
|
265,426
|
263,922
|
||
Less
allowance for loan losses
|
(4,083)
|
(3,988)
|
||
Net
loans
|
$261,343
|
$259,934
|
(Dollars
in Thousands)
|
||||
March
31, 2010
|
March
31, 2009
|
|||
Balance,
beginning of year
|
$3,988
|
$3,816
|
||
Provision
charged to expense
|
400
|
300
|
||
Loans charged
off
|
(317)
|
(168)
|
||
Recoveries
|
12
|
10
|
||
Balance,
end of period
|
$ 4,083
|
$ 3,958
|
(Dollars
in Thousands)
|
||||
March
31, 2010
|
December
31, 2009
|
|||
Loans past
due 90 days or more still on accrual
|
$0
|
$48
|
||
Non-accrual
loans
|
630
|
1,182
|
|
Level
1 – Quoted prices in active markets for identical assets or
liabilities.
|
Fair
Value Measurements at March 31, 2010, Using
(Dollars
in Thousands)
|
||||
March
31, 2010
Carrying
value
|
Quoted
Prices in Active Markets for Identical Assets (Level 1)
|
Significant
Other Observable Inputs (Level 2)
|
Significant
Unobservable Inputs
(Level
3)
|
|
Assets:
|
||||
Securities
available-for-sale
|
||||
U.
S. government agencies
|
$17,150
|
$17,150
|
||
State
and municipal
|
19,267
|
19,267
|
||
Agency
mortgage-backed securities -residential
|
1,933
|
1,933
|
||
Trust
preferred security
|
900
|
900
|
||
Total
investment securities
|
$39,250
|
-
|
$39,250
|
-
|
Fair
Value Measurements at December 31, 2009, Using
(Dollars
in Thousands)
|
||||
December
31, 2009
Carrying
value
|
Quoted
Prices in Active Markets for Identical Assets (Level 1)
|
Significant
Other Observable Inputs (Level 2)
|
Significant
Unobservable Inputs
(Level
3)
|
|
Assets:
|
||||
Securities
available-for-sale
|
||||
U.
S. government agencies
|
$19,102
|
$19,102
|
||
State
and municipal
|
19,196
|
19,196
|
||
Agency
mortgage-backed securities -residential
|
2,061
|
2,061
|
||
Trust
preferred security
|
700
|
700
|
||
Total
investment securities
|
$41,059
|
-
|
$41,509
|
-
|
Fair
Value Measurements at March 31, 2010, Using
(Dollars
in Thousands)
|
||||
March
31, 2010 Carrying value
|
Quoted
Prices in Active Markets for Identical Assets (Level 1)
|
Significant
Other Observable Inputs (Level 2)
|
Significant
Unobservable Inputs
(Level
3)
|
|
Impaired
loans
|
$152
|
$152
|
||
Other
real estate owned, net
|
$1,046
|
$1,046
|
Fair
Value Measurements at December 31, 2009, Using
(Dollars
in Thousands)
|
||||
December
31, 2009 Carrying value
|
Quoted
Prices in Active Markets for Identical Assets (Level 1)
|
Significant
Other Observable Inputs (Level 2)
|
Significant
Unobservable Inputs
(Level
3)
|
|
Impaired
loans
|
$1,076
|
$1,076
|
||
Other
real estate owned, net
|
$1,154
|
$1,154
|
(Dollars
in Thousands)
|
||||||
March
31, 2010
|
December
31, 2009
|
|||||
Carrying
Amount
|
Fair
Value
|
Carrying
Amount
|
Fair
Value
|
|||
Financial
Assets
|
||||||
Cash and cash equivalents
|
$12,776
|
$12,776
|
$9,756
|
$9,756
|
||
Loans held for sale
|
510
|
516
|
295
|
295
|
||
Loans, net of allowance
|
261,191
|
260,758
|
258,858
|
260,852
|
||
Accrued interest receivable
|
2,082
|
2,082
|
2,111
|
2,111
|
||
Federal Home Loan Bank stock
|
2,025
|
N/A
|
2,025
|
N/A
|
(Dollars
in Thousands)
|
||||||
March
31, 2010
|
December
31, 2009
|
|||||
Carrying
Amount
|
Fair
Value
|
Carrying
Amount
|
Fair
Value
|
|||
Financial
Liabilities
|
||||||
Deposits
|
$295,414
|
$295,606
|
$288,520
|
$288,871
|
||
Securities
sold under repurchase agreements
|
895
|
895
|
800
|
800
|
||
FHLB advances
|
6,500
|
6,834
|
11,500
|
11,824
|
||
Subordinate debentures
|
5,000
|
3,094
|
5,000
|
3,094
|
||
Accrued interest payable
|
480
|
480
|
440
|
440
|
Quarter
ended March 31, 2010
|
Quarter
ended March 31, 2009
|
||||||
Income
|
Weighted
Average
Shares
|
Per
Share
Amount
|
Income/
(Loss)
|
Weighted-
Average
Shares
|
Per
Share
Amount
|
||
Basic
earnings per share
|
|||||||
Net
income
|
$
531
|
$
206
|
|||||
Less:
Dividends and accretion on preferred
stock
|
(254)
|
(252)
|
|||||
Net
income (loss) available to common shareholders
|
$
277
|
1,968,777
|
$0.14
|
$
(46)
|
1,968,777
|
$(0.02)
|
|
Effect
of dilutive securities
|
|||||||
Convertible
preferred stock
|
-
|
-
|
-
|
-
|
|||
Stock
options
|
-
|
-
|
-
|
-
|
|||
Warrants
|
-
|
31,401
|
-
|
-
|
|||
Diluted
earnings per share
|
|||||||
Net
income(loss) available to common shareholders and assumed
conversions
|
$277
|
2,000,178
|
$0.14
|
$(46)
|
1,968,777
|
$(0.02)
|
|
Average
Consolidated Balance Sheets and Net Interest Analysis (Dollars in
thousands)
|
|||||||
Three
months ended March 31,
|
2010
|
2009
|
|||||
Average
Balance
|
Income/
Expense
|
Average
Rate
|
Average
Balance
|
Income/
Expense
|
Average
Rate
|
||
Earning
assets:
|
|||||||
Federal
funds sold
|
$ 4,261
|
$3
|
0.29%
|
$ 6,162
|
$
4
|
0.26%
|
|
Available-for-sale
securities (1)
|
|||||||
Taxable
|
20,591
|
155
|
3.05%
|
23,061
|
266
|
4.68%
|
|
Nontaxable
(1)
|
18,807
|
277
|
5.97%
|
19,360
|
285
|
5.97%
|
|
Federal
Home Loan Bank stock
|
2,025
|
23
|
4.61%
|
2,025
|
23
|
4.61%
|
|
Loans,
net (2)
|
264,862
|
3,969
|
6.08%
|
272,529
|
4,018
|
5.98%
|
|
Total
interest earning assets
|
310,546
|
4,427
|
5.78%
|
323,137
|
4,596
|
5.77%
|
|
Non-interest
earning assets
|
33,121
|
33,932
|
|||||
Total
Assets
|
$ 343,667
|
$ 357,069
|
|||||
Interest-bearing
liabilities:
|
|||||||
Interest-bearing
transaction accounts
|
$ 65,235
|
$ 91
|
0.57%
|
$ 68,113
|
$ 92
|
0.55%
|
|
Savings
accounts
|
9,357
|
6
|
0.26%
|
8,450
|
6
|
0.29%
|
|
Time
deposits
|
179,889
|
1,147
|
2.59%
|
172,228
|
1,478
|
3.48%
|
|
Total
interest-bearing deposits
|
254,481
|
1,244
|
1.98%
|
248,791
|
1,576
|
2.57%
|
|
Short-term
borrowings
|
2
|
0
|
0.00%
|
1
|
0
|
0.00%
|
|
Securities
sold under repurchase agreements
|
910
|
3
|
1.33%
|
6,799
|
49
|
2.92%
|
|
FHLB
borrowings
|
8,673
|
67
|
3.13%
|
26,567
|
175
|
2.67%
|
|
Subordinated
debentures
|
5,000
|
23
|
1.87%
|
5,000
|
38
|
3.08%
|
|
Total
interest-bearing liabilities
|
269,066
|
1,337
|
2.01%
|
287,158
|
1,838
|
2.60%
|
|
Non-interest
bearing deposits
|
35,632
|
25,954
|
|||||
Other
liabilities
|
1,635
|
2,001
|
|||||
Total
liabilities
|
306,333
|
315,113
|
|||||
Stockholders’
equity
|
37,334
|
41,956
|
|||||
Total
Liabilities and Stockholders’ Equity
|
$ 343,667
|
$ 357,069
|
|||||
Net
interest income
|
$ 3,090
|
$ 2,758
|
|||||
Net
interest spread (1)
|
3.77%
|
3.17%
|
|||||
Net
interest margin (1) (3)
|
4.04%
|
3.46%
|
|||||
Return
on average assets ratio
|
0.63%
|
0.23%
|
|||||
Return
on average equity ratio
|
5.77%
|
1.99%
|
|||||
Average
equity to assets ratio
|
10.86%
|
11.75%
|
|||||
_______________
|
(Dollars
in Thousands)
|
||||||
Twelve
Months Ended March 31,
|
||||||
2010
Vs. 2009
|
||||||
Increase
(Decrease) Due to
|
||||||
Rate
|
Volume
|
Net
|
||||
Interest-earning
assets:
|
||||||
Federal
funds sold
|
$ -
|
$ (1)
|
$ (1)
|
|||
Available-for-sale-securities:
|
||||||
Taxable
|
(83)
|
(28)
|
(111)
|
|||
Nontaxable
(1)
|
2
|
(10)
|
(8)
|
|||
FHLB
stock
|
-
|
-
|
-
|
|||
Loans,
net
|
64
|
(113)
|
(49)
|
|||
Total
net change in income
on
interest-earning
assets
|
(17)
|
(152)
|
(169)
|
|||
Interest-bearing
liabilities:
|
||||||
Interest-bearing
transaction accounts
|
3
|
(4)
|
(1)
|
|||
Savings
accounts
|
(1)
|
1
|
-
|
|||
Time
deposits
|
(397)
|
66
|
(331)
|
|||
Securities
sold under repurchase agreements
|
(4)
|
(42)
|
(46)
|
|||
Federal
funds purchased
|
-
|
-
|
-
|
|||
FHLB
borrowings
|
10
|
(118)
|
(108)
|
|||
Subordinated
debentures
|
(15)
|
-
|
(15)
|
|||
Total net change in expense
on
interest-bearing
liabilities
|
(404)
|
(97)
|
(501)
|
|||
Net
change in net interest income
|
$ 387
|
$ (55)
|
$ 332
|
|||
Percentage
change
|
116.57%
|
(16.57)%
|
100.0%
|
(
Dollars in thousands)
|
March 31, 2010
|
March 31, 2009
|
Increase
(Decrease)
|
Service
charges on deposit accounts
|
$326
|
$301
|
$25
|
Other
service charges and fees
|
78
|
79
|
(1)
|
Gain
on sale of mortgage loans held for sale
|
38
|
112
|
(74)
|
Lease
income
|
38
|
43
|
(5)
|
BOLI
income
|
74
|
75
|
(1)
|
Other
income
|
36
|
31
|
5
|
$590
|
$641
|
$
(51)
|
(Dollars
in thousands)
|
March 31, 2010
|
March 31, 2009
|
Increase
(Decrease)
|
Salaries
and employee benefits
|
1,101
|
1,328
|
$(227)
|
Net
occupancy expense
|
310
|
316
|
(6)
|
Equipment
expense
|
161
|
180
|
(19)
|
Advertising
and public relations
|
47
|
86
|
(39)
|
Professional
fees
|
116
|
155
|
(39)
|
Data
processing services
|
208
|
136
|
72
|
Franchise
shares and deposit tax
|
105
|
125
|
(20)
|
FDIC
Insurance
|
124
|
101
|
23
|
Core
deposit intangible amortization
|
66
|
70
|
(4)
|
Postage
and office supplies
|
39
|
55
|
(16)
|
Telephone
and other communications
|
43
|
54
|
(11)
|
Other
real estate expenses
|
70
|
79
|
(9)
|
Other
operating expenses
|
152
|
176
|
(24)
|
$2,542
|
$2,861
|
$(319)
|
(Dollars
in Thousands)
|
||||||
March
31, 2010
|
December
31, 2009
|
|||||
%
of
Total
Loans
|
%
of
Total
Loans
|
|||||
Commercial
and agricultural
|
$ 79,409
|
29.92%
|
$ 74,944
|
28.40%
|
||
Commercial
real estate
|
102,975
|
38.80%
|
104,768
|
39.70%
|
||
Residential
real estate
|
72,542
|
27.33%
|
73,166
|
27.72%
|
||
Consumer
|
10,500
|
3.95%
|
11,044
|
4.18%
|
||
$ 265,426
|
100.00%
|
$ 263,922
|
100.00%
|
(Dollars
in Thousands)
|
||||||||
Loan
Maturities
as
of March 31, 2010
|
Within
One
Year
|
After
One but Within Five Years
|
After
Five
Years
|
Total
|
||||
Commercial
and agricultural
|
$37,768
|
$30,451
|
$11,190
|
$79,409
|
||||
Commercial
real estate
|
27,536
|
36,165
|
39,274
|
102,975
|
||||
Residential
real estate
|
4,835
|
18,945
|
48,762
|
72,542
|
||||
Consumer
|
2,767
|
7,375
|
358
|
10,500
|
||||
Total
|
$72,906
|
$92,936
|
$99,584
|
$265,426
|
(Dollars
in Thousands)
|
||||
March
31, 2010
|
December
31, 2009
|
|||
Non-performing
loans
|
$ 630
|
$ 1,230
|
||
Non-performing
assets
|
1,676
|
2,384
|
||
Allowance
for loan losses
|
4,083
|
3,988
|
||
Non-performing
assets to total assets
|
0.48%
|
0.69%
|
||
Net
charge-offs to average total loans
|
0.12%
|
1.72%
|
||
Allowance
for loan losses to non-performing loans
|
648.10%
|
324.23%
|
||
Allowance
for loan losses to total loans
|
1.54%
|
1.51%
|
March
31, 2010
|
March
31, 2009
|
|
(Dollars
In thousands)
|
||
Balance,
beginning of year
|
$3,988
|
$3,816
|
Provision
for loan losses
|
400
|
300
|
Amounts
charged off:
|
||
Commercial
|
(107)
|
(78)
|
Commercial
real estate
|
(164)
|
(25)
|
Residential
real estate
|
(37)
|
(34)
|
Consumer
|
(9)
|
(31)
|
Total
loans charged off:
|
(317)
|
(168)
|
Recoveries
of amounts previously charged off:
|
||
Commercial
|
3
|
8
|
Commercial
real estate
|
-
|
-
|
Residential
real estate
|
8
|
1
|
Consumer
|
1
|
1
|
Total
recoveries
|
12
|
10
|
Net
(charge-offs) recoveries
|
(305)
|
(158)
|
Balance,
end of period
|
$4,083
|
$3,958
|
(Dollars
in Thousands)
|
||||||
March
31, 2010
|
December
31, 2009
|
|||||
Amount
|
%
of Loans
in
Each
Category
to
Total
Loans
|
Amount
|
%
of Loans
in
Each
Category
to
Total
Loans
|
|||
Residential real
estate loans
|
$ 794
|
27.33%
|
$ 805
|
27.72%
|
||
Consumer
and other loans
|
140
|
3.95%
|
148
|
4.18%
|
||
Commercial
and agricultural
|
2,180
|
29.92%
|
2,085
|
28.40%
|
||
Commercial
real estate
|
924
|
38.80%
|
892
|
39.70%
|
||
Unallocated
|
45
|
0.00%
|
58
|
0.00%
|
||
Total
allowance for loan losses
|
$ 4,083
|
100.00%
|
$ 3,988
|
100.00%
|
(Dollars
in Thousands)
|
||||
March
31, 2010
|
December
31, 2009
|
|||
U.S.
Treasury and U.S. Government agencies
|
$17,150
|
$19,102
|
||
Agency
mortgage-backed securities: residential
|
1,933
|
2,061
|
||
Municipal
securities
|
19,267
|
19,196
|
||
Other
securities
|
900
|
700
|
||
Total
available-for-sale securities
|
$39,250
|
$41,059
|
March
31, 2010
|
(Dollars
in Thousands)
|
||||||
One
Year
or
Less
|
Over
One
Year
Through
Five
Years
|
Over
Five
Years
Through
Ten
Years
|
Over
Ten
Years
|
Total
Maturities
|
Fair
Value
|
||
U.S.
Government agencies
|
$ -
|
$ 9,497
|
$7,734
|
$ -
|
$
17,231
|
$17,150
|
|
Agency
mortgage-backed securities: (1)
|
40
|
1,831
|
-
|
-
|
1,871
|
1,933
|
|
Municipal
securities
|
206
|
1,974
|
7,520
|
9,103
|
18,803
|
19,267
|
|
Other
Securities
|
-
|
-
|
-
|
1,862
|
1,862
|
900
|
|
Total
available-for-sale securities
|
$ 246
|
$
13,302
|
$15,254
|
$
10,965
|
$
39,767
|
$
39,250
|
|
Percent
of
total
|
.6%
|
33.4%
|
38.4%
|
27.6%
|
100.0%
|
||
Weighted
average yield(2)
|
5.08%
|
2.90%
|
3.95%
|
6.00%
|
4.19%
|
(1)
|
Agency mortgage-backed
securities (residential) are grouped into average lives based on March
2010 prepayment projections.
|
(2)
|
The
weighted average yields are based on amortized cost and municipal
securities
|
are
calculated on a full tax- equivalent
basis.
|
(Dollars
in Thousands)
|
|
March
31, 2010
|
|
Three
months or less
|
$ 17,046
|
Over
three through six months
|
17,468
|
Over
six through twelve months
|
18,859
|
Over
one year through three years
|
24,602
|
Over
three years through five years
|
740
|
Over
five years
|
-
|
Total
|
$ 78,715
|
(Dollars
in Thousands)
|
||||||
Type
|
Maturity
|
Rate
|
Amount
|
|||
Fixed
|
August
28, 2012
|
4.25%
|
500
|
|||
Fixed
|
December
24, 2012
|
3.36%
|
2,000
|
|||
Fixed
|
December
24, 2014
|
3.46%
|
2,000
|
|||
Fixed
|
February
25, 2015
|
2.85%
|
2,000
|
|||
$6,500
|
(Dollars
in thousands)
|
|
March
31, 2010
|
|
Federal
funds purchased and repurchase agreements:
|
|
Balance
at period end
|
$895
|
Weighted
average rate at period end
|
0.81%
|
Average
balance during the three months ended March 31, 2010
|
$910
|
Weighted
average rate for the three months ending March 31, 2010
|
1.33%
|
Maximum
month-end balance
|
$895
|
Our
capital ratios (calculated in accordance with regulatory guidelines) were
as follows:
|
March
31, 2010
|
December
31, 2009
|
||
Tier 1 leverage
ratio
|
10.75%
|
10.52%
|
||
Regulatory
minimum
|
4.00%
|
4.00%
|
||
“Well-capitalized”
minimum
|
N/A
|
N/A
|
||
Tier
1 risk-based capital ratio
|
12.74%
|
12.54%
|
||
Regulatory
minimum
|
4.00%
|
4.00%
|
||
“Well-capitalized”
minimum
|
N/A
|
N/A
|
||
Total risk-based capital
ratio
|
13.99%
|
13.79%
|
||
Regulatory
minimum
|
8.00%
|
8.00%
|
||
“Well-capitalized”
minimum
|
N/A
|
N/A
|
March
31,
2010
|
December
31, 2009
|
|||
Tier 1 leverage
ratio
|
9.52%
|
9.38%
|
||
Regulatory
minimum
|
4.00%
|
4.00%
|
||
“Well-capitalized”
minimum
|
5.00%
|
5.00%
|
||
Tier
1 risk-based capital ratio
|
11.29%
|
11.12%
|
||
Regulatory
minimum
|
4.00%
|
4.00%
|
||
“Well-capitalized”
minimum
|
6.00%
|
6.00%
|
||
Total risk-based capital
ratio
|
12.55%
|
12.37%
|
||
Regulatory
minimum
|
8.00%
|
8.00%
|
||
“Well-capitalized”
minimum
|
10.00%
|
10.00%
|
3.1
|
Restated
Articles of Incorporation of Citizens First Corporation, as amended
(incorporated by reference to Exhibit 3.1 of the Company’s Registration
Statement on Form SB-2 (No.
333-103238)).
|
3.2
|
Articles
of Amendment to Amended and Restated Articles of Incorporation of Citizens
First Corporation (incorporated by reference to Exhibit 3. 3 of the
Registrant’s Form 10-QSB dated June 30,
2004).
|
3.3
|
Articles
of Amendment to Amended and Restated Articles of Incorporation of Citizens
First Corporation (incorporated by reference to Exhibit 3. 1 of the
Registrant’s Form 8-K filed June 5,
2007).
|
3.4
|
Articles
of Amendment to Amended and Restated Articles of Incorporation of Citizens
First Corporation (incorporated by reference to Exhibit 3. 1 of the
Registrant’s Form 8-K filed December 23,
2008).
|
3.5
|
Amended
and Restated Bylaws of Citizens First Corporation (incorporated by
reference to Exhibit 3 of the Registrant’s Current Report on Form 8-K/A
filed April 27, 2009).
|
4.1
|
Restated
Articles of Incorporation of Citizens First Corporation, as amended (see
Exhibit 3.1).
|
4.2
|
Articles
of Amendment to Amended and Restated Articles of Incorporation of Citizens
First Corporation (see Exhibits 3.2, 3.3 and
3.4).
|
4.3
|
Amended
and Restated Bylaws of Citizens First Corporation (see Exhibit
3.5).
|
4.4
|
Copy
of Registrants’ Agreement Pursuant to Item 601(b) (4) (iii) (A) of
Regulation S-K dated March 30, 2007 with respect to certain debt
instruments (incorporated by reference to Exhibit 4.4 of the Registrant’s
Form 10K-SB dated March 31, 2007).
|
4.5
|
Warrant
to Purchase Common Stock (incorporated by reference to Exhibit 4.1 of the
Registrant’s Current Report on Form 8-K filed December 23,
2008).
|
31.1
|
Certification
of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
Act.
|
31.2
|
Certification
of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
Act.
|
32.2
|
Certification
of Chief Financial Officer Pursuant to 18 U.S.C.
Section1350.
|
CITIZENS
FIRST CORPORATION
|
||
Date:
|
April
30, 2010
|
/s/M. Todd Kanipe
|
M.
Todd Kanipe
|
||
President
and Chief Executive Officer
|
||
April
30, 2010
|
/s/ J. Steven
Marcum
|
|
J.
Steven Marcum
|
||
Executive
Vice President and Chief Financial Officer
|
||