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Eagle Bancorp 10-Q 2007

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

 

 

x

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

 

 

OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

For the Quarterly Period Ended March 31, 2007

 

OR

 

 

 

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

 

 

OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

For the transition period from                to                .

Commission File Number 0-25923

Eagle Bancorp, Inc

(Exact name of registrant as specified in its charter)

Maryland

 

52-2061461

(State or other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification No.)

 

 

 

7815 Woodmont Avenue, Bethesda, Maryland

 

20814

(Address of principal executive offices)

 

(Zip Code)

 

 

 

(301) 986-1800

(Registrant’s telephone number, including area code)

 

N/A

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

 

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  o

 

Accelerated filer x

 

Non-accelerated filer  o

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act

Yes  o   No x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of April 25, 2007, the registrant had 9,522,917 shares of Common Stock outstanding.

 




Item 1 – Financial Statements

EAGLE BANCORP, INC.

Consolidated Balance Sheets

March 31, 2007 and December 31, 2006

(dollars in thousands)

 

 

March 31,

 

December 31,

 

 

 

2007

 

2006

 

 

 

(unaudited)

 

(audited)

 

ASSETS

 

 

 

 

 

Cash and due from banks

 

$

16,470

 

$

19,250

 

Federal funds sold

 

19,701

 

9,727

 

Interest bearing deposits with banks and other short term investments

 

4,573

 

4,855

 

Investment securities available for sale, at fair value

 

74,216

 

91,140

 

Loans held for sale

 

2,531

 

2,157

 

Loans

 

637,356

 

625,773

 

Less allowance for credit losses

 

(7,263

)

(7,373

)

Loans, net

 

630,093

 

618,400

 

Premises and equipment, net

 

7,380

 

6,954

 

Deferred income taxes

 

3,187

 

3,278

 

Other assets

 

18,037

 

17,690

 

TOTAL ASSETS

 

$

776,188

 

$

773,451

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

LIABILITIES

 

 

 

 

 

Deposits:

 

 

 

 

 

Noninterest bearing demand

 

$

130,664

 

$

139,917

 

Interest bearing transaction

 

58,801

 

66,596

 

Savings and money market

 

177,717

 

159,778

 

Time, $100,000 or more

 

107,514

 

158,495

 

Other time

 

157,415

 

103,729

 

Total deposits

 

632,111

 

628,515

 

Customer repurchase agreements and federal funds purchased

 

35,043

 

38,064

 

Other short-term borrowings

 

8,000

 

8,000

 

Long-term borrowings

 

22,000

 

22,000

 

Other liabilities

 

4,574

 

3,956

 

Total liabilities

 

701,728

 

700,535

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Common stock, $.01 par value; shares authorized 20,000,000, shares issued and outstanding 9,509,622 (2007) and 9,478,064 (2006)

 

95

 

95

 

Additional paid in capital

 

50,647

 

50,278

 

Retained earnings

 

23,908

 

22,796

 

Accumulated other comprehensive loss

 

(190

)

(253

)

Total stockholders’ equity

 

74,460

 

72,916

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

776,188

 

$

773,451

 

 

See notes to consolidated financial statements.

2




EAGLE BANCORP, INC.

Consolidated Statements of Operations

For the Three Month Periods Ended March 31, 2007 and 2006 (unaudited)

(dollars in thousands, except per share data)

 

 

2007

 

2006

 

Interest Income

 

 

 

 

 

Interest and fees on loans

 

$

12,531

 

$

10,328

 

Interest and dividends on investment securities

 

1,181

 

701

 

Interest on federal funds sold

 

24

 

195

 

Total interest income

 

13,736

 

11,224

 

 

 

 

 

 

 

Interest Expense

 

 

 

 

 

Interest on deposits

 

4,835

 

2,959

 

Interest on customer repurchase agreements and federal funds purchased

 

525

 

189

 

Interest on other short-term borrowings

 

108

 

232

 

Interest on long-term borrowings

 

299

 

 

Total interest expense

 

5,767

 

3,380

 

 

 

 

 

 

 

Net Interest Income

 

7,969

 

7,844

 

 

 

 

 

 

 

Provision for Credit Losses

 

303

 

115

 

 

 

 

 

 

 

Net Interest Income After Provision For Credit Losses

 

7,666

 

7,729

 

 

 

 

 

 

 

Noninterest Income

 

 

 

 

 

Service charges on deposits

 

349

 

324

 

Gain on sale of loans

 

237

 

176

 

Gain on sale of investment securities

 

7

 

 

Other income

 

405

 

340

 

Total noninterest income

 

998

 

840

 

 

 

 

 

 

 

Noninterest Expense

 

 

 

 

 

Salaries and employee benefits

 

3,352

 

2,974

 

Premises and equipment expenses

 

1,208

 

869

 

Advertising

 

91

 

119

 

Outside data processing

 

262

 

228

 

Other expenses

 

1,136

 

1,033

 

Total noninterest expense

 

6,049

 

5,223

 

 

 

 

 

 

 

Income Before Income Tax Expense

 

2,615

 

3,346

 

 

 

 

 

 

 

Income Tax Expense

 

933

 

1,363

 

 

 

 

 

 

 

Net Income

 

$

1,682

 

$

1,983

 

 

 

 

 

 

 

Earnings Per Share (1)

 

 

 

 

 

Basic

 

$

0.18

 

$

0.21

 

Diluted

 

$

0.17

 

$

0.20

 

Dividends Declared Per Share (1)

 

$

0.06

 

$

0.05

 

 

See notes to consolidated financial statements.


(1) Earnings per share for March 31, 2006 has been adjusted to reflect the 1.3 for 1 stock split in the form of a 30% stock dividend paid on July 5, 2006.

3




EAGLE BANCORP, INC.

Consolidated Statements of Cash Flows

For the Three Month Periods Ended March 31, 2007 and 2006 (unaudited)

(dollars in thousands)

 

 

2007

 

2006

 

Cash Flows From Operating Activities:

 

 

 

 

 

Net income

 

$

1,682

 

$

1,983

 

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

 

 

 

 

 

Provision for credit losses

 

303

 

115

 

Depreciation and amortization

 

327

 

261

 

Gains on sale of loans

 

(237

)

(176

)

Origination of loans held for sale

 

(10,158

)

(10,838

)

Proceeds from sale of loans held for sale

 

10,021

 

10,928

 

Increase in cash surrender value of BOLI

 

(107

)

(97

)

Gain on sale of investment securities

 

(7

)

 

Stock based compensation expense

 

47

 

170

 

Excess tax benefit from exercise of non-qualified stock options

 

13

 

(191

)

Increase in other assets

 

(190

)

(824

)

Increase / (decrease) in other liabilities

 

605

 

(1,725

)

Net cash provided (used) by operating activities

 

2,298

 

(394

)

 

 

 

 

 

 

Cash Flows From Investing Activities:

 

 

 

 

 

Decrease in interest bearing deposits with other banks and short term investments

 

282

 

9,513

 

Purchases of available for sale investment securities

 

(51

)

(5,104

)

Proceeds from maturities of available for sale securities

 

1,287

 

3,146

 

Proceeds from sale/call of available for sale securities

 

15,799

 

 

Net increase in loans

 

(11,995

)

(3,178

)

Bank premises and equipment acquired

 

(753

)

(339

)

Net cash provided by investing activities

 

4,568

 

4,038

 

 

 

 

 

 

 

Cash Flows From Financing Activities:

 

 

 

 

 

Increase in deposits

 

3,596

 

2,352

 

Decrease in customer repurchase agreements and federal funds purchased

 

(3,021

)

(590

)

Increase in other short-term borrowings

 

 

20,000

 

Issuance of common stock

 

335

 

464

 

Excess tax benefit from exercise of non-qualified stock options

 

(13

)

191

 

Payment of dividends and payment in lieu of fractional shares

 

(570

)

(507

)

Net cash provided by financing activities

 

327

 

21,910

 

 

 

 

 

 

 

Net Increase In Cash

 

7,194

 

25,554

 

 

 

 

 

 

 

Cash And Due From Banks At Beginning of Period

 

28,977

 

22,765

 

 

 

 

 

 

 

Cash and Due from Banks At End Of Period

 

$

36,171

 

$

48,319

 

 

 

 

 

 

 

Supplemental Cash Flows Information:

 

 

 

 

 

Interest paid

 

$

5,828

 

$

3,136

 

Income taxes paid

 

$

483

 

$

100

 

 

See notes to consolidated financial statements.

4




EAGLE BANCORP, INC.

Consolidated Statements of Changes in Stockholders’ Equity

For the Three Month Periods Ended March 31, 2007 and 2006 (unaudited)

(dollars in thousands)

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

Other

 

Total

 

 

 

Common

 

Additional Paid

 

Retained

 

Comprehensive

 

Stockholders’

 

 

 

Stock

 

in Capital

 

Earnings

 

Income (Loss)

 

Equity

 

Balance, January 1, 2007

 

$

95

 

$

50,278

 

$

22,796

 

$

(253

)

$

72,916

 

Comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

 

 

 

 

1,682

 

 

 

1,682

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain on securities available for sale (net of taxes)

 

 

 

 

 

 

 

67

 

67

 

Less: reclassification adjustment for gains net of taxes of $3,000 included in net income

 

 

 

 

 

 

 

(4

)

(4

)

Total Comprehensive Income

 

 

 

 

 

 

 

63

 

1,745

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Dividend ($.06 per share)

 

 

 

 

 

(570

)

 

 

(570

)

Stock based compensation

 

 

 

47

 

 

 

 

 

47

 

Exercise of options for 31,558 shares of common stock

 

 

 

335

 

 

 

 

 

335

 

Tax benefit adjustment on non-qualified options exercise

 

 

 

(13

)

 

 

 

 

(13

)

Balance, March 31, 2007

 

$

95

 

$

50,647

 

$

23,908

 

$

(190

)

$

74,460

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, January 1, 2006

 

$

72

 

$

48,594

 

$

16,918

 

$

(620

)

$

64,964

 

Comprehensive Income

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

 

 

 

 

1,983

 

 

 

1,983

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

Unrealized loss on securities available for sale (net of taxes)

 

 

 

 

 

 

 

(24

)

(24

)

Total Comprehensive Income

 

 

 

 

 

 

 

(24

)

1,959

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash Dividend ($.05 per share)

 

 

 

 

 

(507

)

 

 

(507

)

Stock based compensation

 

 

 

170

 

 

 

 

 

170

 

Exercise of options for 54,531 shares of common stock

 

 

 

464

 

 

 

 

 

464

 

Tax benefit on non-qualified options exercise

 

 

 

191

 

 

 

 

 

191

 

Balance, March 31, 2006

 

$

72

 

$

49,419

 

$

18,394

 

$

(644

)

$

67,241

 

 

See notes to consolidated financial statements.

5




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2007 and 2006 (unaudited)

1. BASIS OF PRESENTATION

The consolidated financial statements of Eagle Bancorp, Inc. (the “Company”) included herein are unaudited; however, they reflect all adjustments, consisting only of normal recurring accruals, that in the opinion of Management, are necessary to present fairly the results for the periods presented. The amounts as of and for the year ended December 31, 2006 were derived from audited consolidated financial statements. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. There have been no significant changes to the Company’s Accounting Policies as disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2006.  The Company believes that the disclosures are adequate to make the information presented not misleading. The results of operations for the three months ended March 31, 2007 are not necessarily indicative of the results of operations to be expected for the remainder of the year, or for any other period. Certain reclassifications have been made to amounts previously reported to conform to the classification made in 2007.

2. NATURE OF OPERATIONS

The Company, through EagleBank, its bank subsidiary (the “Bank”), conducts a full service community banking business, primarily in Montgomery County, Maryland and Washington, D.C. The primary financial services include real estate, commercial and consumer lending, as well as traditional deposit and repurchase agreement products. The Bank is also active in the origination and sale of residential mortgage loans and the origination of small business loans. The guaranteed portion of small business loans is typically sold through the Small Business Administration, in a transaction apart from the loan’s origination. The Bank offers its products and services through nine banking offices and various electronic capabilities. In July 2006, the Company formed Eagle Commercial Ventures, LLC as a direct subsidiary to provide subordinate financing for the acquisition, development and construction of real estate projects, whose primary financing would be done by the Bank.

3. CASH FLOWS

For purposes of reporting cash flows, cash and cash equivalents include cash and due from banks, and federal funds sold (items with an original maturity of three months or less).

6




4. INVESTMENT SECURITIES

Amortized cost and estimated fair value of securities available for sale are summarized as follows:

(in thousands)

 

 

 

Gross

 

Gross

 

Estimated

 

 

 

Amortized

 

Unrealized

 

Unrealized

 

Fair

 

March 31, 2007

 

Cost

 

Gains

 

Losses

 

Value

 

 

 

 

 

 

 

 

 

 

 

U. S. Government agency securities

 

$

42,855

 

$

101

 

$

282

 

$

42,674

 

Mortgage backed securities

 

26,518

 

78

 

329

 

26,267

 

Federal Reserve and Federal Home Loan Bank stock

 

3,880

 

 

 

3,880

 

Other equity investments

 

1,278

 

117

 

 

1,395

 

 

 

$

74,531

 

$

296

 

$

611

 

$

74,216

 

 

 

 

 

Gross

 

Gross

 

Estimated

 

 

 

Amortized

 

Unrealized

 

Unrealized

 

Fair

 

December 31, 2006

 

Cost

 

Gains

 

Losses

 

Value

 

 

 

 

 

 

 

 

 

 

 

U. S. Government agency securities

 

$

58,803

 

$

161

 

$

380

 

$

58,584

 

Mortgage backed securities

 

27,650

 

69

 

386

 

27,333

 

Federal Reserve and Federal Home Loan Bank stock

 

3,829

 

 

 

3,829

 

Other equity investments

 

1,278

 

116

 

 

1,394

 

 

 

$

91,560

 

$

346

 

$

766

 

$

91,140

 

 

Gross unrealized losses and fair value by length of time that the individual available securities have been in a continuous unrealized loss position as of March 31, 2007 are as follows:

 

Estimated

 

 

 

 

 

Gross

 

 

 

Fair

 

Less than

 

More than

 

Unrealized

 

March 31, 2007

 

Value

 

12 months

 

12 months

 

Losses

 

 

 

 

 

 

 

 

 

 

 

U. S. Government agency securities

 

$

31,558

 

$

37

 

$

245

 

$

282

 

Mortgage backed securities

 

17,108

 

14

 

315

 

329

 

 

 

$

48,666

 

$

51

 

$

560

 

$

611

 

 

 

Estimated

 

 

 

 

 

Gross

 

 

 

Fair

 

Less than

 

More than

 

Unrealized

 

December 31, 2006

 

Value

 

12 months

 

12 months

 

Losses

 

 

 

 

 

 

 

 

 

 

 

U. S. Government agency securities

 

$

32,919

 

$

45

 

$

335

 

$

380

 

Mortgage backed securities

 

17,788

 

27

 

359

 

386

 

 

 

$

50,707

 

$

72

 

$

694

 

$

766

 

 

The unrealized losses that exist are the result of changes in market interest rates since original purchases.  All of the bonds are rated AAA. The weighted average life of debt securities, which comprise 93% of total investment securities is relatively short at 2.3 years. These factors, coupled with the Company’s ability and intent to hold these investments for a period of time sufficient to allow for any anticipated recovery in fair value substantiates that the unrealized losses are temporary in nature.

7




5. INCOME TAXES

The Company employs the liability method of accounting for income taxes as required by Statement of Financial Accounting Standards No. 109 (SFAS109), “Accounting for Income Taxes.” Under the liability method, deferred-tax assets and liabilities are determined based on differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities (i.e., temporary differences) and are measured at the enacted rates that will be in effect when these differences reverse.

6. EARNINGS PER SHARE

Earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number of common shares outstanding during the period, including any potential dilutive common shares outstanding, such as stock options. As of March 31, 2007 there were 170,535 shares excluded from the diluted net income per share computation because their inclusion would be anti-dilutive.

Earnings per share for the three months ended March 31, 2006 has been adjusted for a 30% stock dividend paid in the form of a 1.3 to 1 stock split on July 5, 2006.

7. SHARE-BASED COMPENSATION

The Company maintains the 1998 Stock Option Plan (“1998 Plan”) and the 2006 Stock Plan (“2006 Plan”). No additional options may be granted under the 1998 Plan. The 1998 Plan provided for the periodic granting of incentive and non-qualifying options to selected key employees and members of the Board. Option awards were made with an exercise price equal to the market price of the Company’s shares at the date of grant. The option grants generally vested over a period of one to two years.

The Company adopted the 2006 Plan upon approval by shareholders at the 2006 Annual Meeting held on May 25, 2006. The Plan provides for the issuance of awards of incentive options, nonqualifying options, restricted stock and stock appreciation rights with respect to up to 650,000 shares (as adjusted for the 1.3 to 1 stock split paid on July 5, 2006). The purpose of the 2006 Plan is to advance the interests of the Company by providing directors and selected employees of the Bank, the Company, and their affiliates with the opportunity to acquire shares of common stock, through awards of options, restricted stock and stock appreciation rights.

The Company also maintains the 2004 Employee Stock Purchase Plan (the “ESPP”). Under the ESPP, a total of 253,500 shares (as adjusted for the 1.3 to 1 stock split paid on July 5, 2006) of common stock, were reserved for issuance to eligible employees at a price equal to at least 85% of the fair market value of the shares of common stock on the date of grant. Grants each year expire no later than the last business day of January in the calendar year following the year in which the grant is made. No grants have been made under this plan in 2007.

The Company believes that awards under all plans better align the interests of its employees with those of its shareholders.

In January 2007, the Company awarded 68,550 shares under the 2006 Plan which have a five-year contractual term and vest over a three year period.

In January 2007, the Company awarded 20,390 stock appreciation rights to five senior officers under the 2006 Plan to be settled in the Company’s common stock following a three-year service vesting period. The Company also granted performance based restricted stock, which vests at the end of a three-year period, subject to the achievement of specified goals. Restricted share awards are being recognized as compensation expense over a three-year performance period based on the market value of the shares at the date of grant. This compensation expense will be evaluated quarterly as to share awards based on an assumption of achievement of target goals.

The fair value of each option grant and other equity based award is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants during the three months ended March 31, 2007 and the twelve months ended December 31, 2006 and 2005.

8




Below is a summary of changes in shares under option (split adjusted) for the quarter ended March 31, 2007. The information excludes restricted stock awards.

 

 

 

 

 

 

Wgt. Avg.

 

 

 

 

 

 

 

 

 

Wgt. Avg.

 

Remaining

 

Wgt. Avg.

 

Aggregate

 

 

 

 

 

Exercise

 

Contractual

 

Grant Date

 

Intrinsic

 

 

 

Stock Options

 

Price

 

Life

 

Fair Value

 

Value

 

As of 1/1/2007

 

 

 

 

 

 

 

 

 

 

 

Outstanding

 

900,835

 

$

8.69

 

 

$

5.25

 

 

 

Vested

 

848,027

 

8.16

 

 

5.23

 

 

 

Nonvested

 

52,808

 

17.23

 

 

5.53

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Period activity

 

 

 

 

 

 

 

 

 

 

 

Grants

 

88,940

 

$

17.00

 

 

$

3.21

 

 

 

Exercised

 

31,558

 

10.61

 

 

3.76

 

 

 

Forfeited

 

 

 

 

 

 

 

Expired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of 3/31/2007

 

 

 

 

 

 

 

 

 

 

 

Outstanding

 

958,217

 

$

9.40

 

4.37

 

$

5.11

 

$

6,991,842

 

Vested

 

827,519

 

8.10

 

4.22

 

5.27

 

6,991,842

 

Nonvested

 

130,698

 

17.60

 

5.29

 

4.04

 

 

 

Outstanding:

 

 

 

 

 

Wgt. Avg.

 

 

 

 

 

Wgt. Avg.

 

Remaining

 

Range of

 

Stock Options

 

Exercise

 

Contractual

 

Exercise Prices

 

Outstanding

 

Price

 

Life

 

$3.25 to $8.75

 

465,936

 

$

4.34

 

2.90

 

$8.76 to $13.26

 

258,679

 

11.31

 

7.22

 

$13.27 to $17.77

 

121,380

 

16.50

 

3.29

 

$17.78 to $19.46

 

112,222

 

18.28

 

5.08

 

 

 

958,217

 

9.40

 

4.37

 

 

Exercisable:

 

 

 

Wgt. Avg.

 

Range of

 

Stock Options

 

Exercise

 

Exercise Prices

 

Exercisable

 

Price

 

$3.25 to $8.75

 

465,936

 

$

4.34

 

$8.76 to $13.26

 

258,679

 

11.31

 

$13.27 to $17.77

 

31,465

 

3.91

 

$17.78 to $19.46

 

71,439

 

11.41

 

 

 

827,519

 

8.10

 

 

Assumptions:

 

Three Months

 

 

 

 

 

 

 

Ended

 

Year Ended

 

Year Ended

 

 

 

2007

 

2006

 

2005

 

Expected Volatility

 

18.5% - 20.2

%

21.4% - 24.1

%

22.9% - 23.5

%

Weighted-Average Volatility

 

19.85

%

22.62

%

22.94

%

Expected Dividends

 

$

0.01

 

$

0.01

 

$

0.02

 

Expected Term (In years)

 

3.1 - 3.5

 

0.5 - 3.4

 

1.0 - 10.0

 

Risk-Free Rate

 

4.78

%

4.60

%

4.27

%

Weighted Average Fair Value (Grant date)

 

$

3.21

 

$

4.40

 

$

3.80

 

 

Total intrinsic value of options exercised during the period:

 

$

193,509

 

Total fair value of shares vested during the period:

 

$

54,386

 

Weighted-average period over which nonvested awards are expected to be recognized:

 

2.22 year(s)

 

 

As of December 31, 2006, there was $446 thousand of total unrecognized compensation cost related to non-vested equity awards under the Company’s various share based compensation plans. The $446 thousand cost is

9




being amortized over the remaining service (vesting) period. Through March 31, 2007, $19 thousand has been recognized in compensation cost related to those grants. In total, the Company recognized $47 thousand in share based compensation expense for the first quarter of 2007 ($0.005 per share) as compared to $170 thousand in share based compensation expense for the first quarter of 2006 ($0.02 per share).

8. NEW ACCOUNTING PRONOUNCEMENTS

In March 2006, the Financial Accounting Standards Board  (“FASB”) issued SFAS No. 156, “Accounting for Servicing of Financial Assets”. This Statement amends SFAS No. 140, “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities”, and requires that all separately recognized servicing assets and servicing liabilities be initially measured at fair value, if practicable, and permits the entities to elect either fair value measurement with changes in fair value reflected in earnings or the amortization and impairment requirements of SFAS No. 140 for subsequent measurement. The subsequent measurement of separately recognized servicing assets and servicing liabilities at fair value eliminates the necessity for entities that manage the risks inherent in servicing assets and servicing liabilities with derivatives to qualify for hedge accounting treatment and eliminates the characterization of declines in fair value as impairments or direct write-downs. This Statement is effective as of the beginning of an entity’s first fiscal year that begins after September 15, 2006. The Company’s servicing asset was for the computed value of servicing fees on the sale of the guaranteed portion of SBA loans.  Assumptions related to loan term and amortization is made to arrive at the initial recorded value.  This asset is subject to impairment testing annually.  The Company does not elect to measure this asset at fair value and believes this new accounting standard will have no impact on its financial condition or results of operations.

In June 2006, the FASB issued FASB Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 clarifies when tax benefits should be recorded in financial statements, requires certain disclosures of uncertain tax matters and indicates how any tax reserves should be classified in a balance sheet. FIN 48 is effective for the Company in the first quarter of fiscal 2007. The Company is evaluating the impact if any of FIN 48 on results of operations and financial condition. The Company does not have any uncertain tax positions and believes this new accounting standard adopted during the first quarter of 2007 will have no impact on its financial condition or results of operation.

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements (“SFAS 157”). This statement provides a single definition of fair value, a framework for measuring fair value, and expanded disclosures concerning fair value. Previously, different definitions of fair value were contained in various accounting pronouncements creating inconsistencies in measurement and disclosures. SFAS 157 applies under those previously issued pronouncements that prescribe fair value as the relevant measure of value, except SFAS 123R and related interpretations and pronouncements that require or permit measurement similar to fair value but are not intended to measure fair value. This pronouncement is effective for fiscal years beginning after November 15, 2007. The Company is evaluating the impact of this new standard, but currently believes that adoption will not have a material impact on its financial position, results of operations, or cash flows.

In September 2006, the SEC’s Office of the Chief Accountant and Divisions of Corporation Finance and Investment Management released SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements (“SAB No. 108”), that provides interpretive guidance on how the effects of the carryover or reversal of prior year misstatements should be considered in quantifying a current year misstatement. The SEC staff believes that registrants should quantify errors using both a balance sheet and an income statement approach and evaluate whether either approach results in quantifying a misstatement that, when all relevant quantitative and qualitative factors are considered, is material. This pronouncement is effective for fiscal years ending after November 15, 2006. The Company believes the adoption of SAB No. 108 will have no material impact on its financial position, results of operations, or cash flows.

In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities” (SFAS 159). SFAS 159 allows entities the option to measure eligible financial instruments at fair value as of specified dates. Such election, which may be applied on an instrument by instrument basis, is typically irrevocable once elected. Statement 159 is effective for fiscal years beginning after November 15, 2007, and early application is allowed under certain circumstances. The Company is evaluating the impact of this new standard, but currently believes that adoption will not have a material impact on its financial position, results of operations, or cash flows.

10




Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operation.

The following discussion provides information about the results of operations, and financial condition, liquidity, and capital resources of the Company and its subsidiaries as of the dates and periods indicated. This discussion and analysis should be read in conjunction with the unaudited Consolidated Financial Statements and Notes thereto, appearing elsewhere in this report and the Management Discussion and Analysis in the Company’s Annual Report on Form 10-K for the year ended December 31, 2006.

This report contains forward looking statements within the meaning of the Securities Exchange Act of 1934, as amended, including statements of goals, intentions, and expectations as to future trends, plans, events or results of Company operations and policies and regarding general economic conditions. In some cases, forward looking statements can be identified by use of such words as “may”, “will”, “anticipate”, “believes”, “expects”, “plans”, “estimates”, “potential”, “continue”, “should”, and similar words or phases.  These statements are based upon current and anticipated economic conditions, nationally and in the Company’s market, interest rates and interest rate policy, competitive factors and other conditions which, by their nature, are not susceptible to accurate forecast, and are subject to significant uncertainty. Because of these uncertainties and the assumptions on which this discussion and the forward looking statements are based, actual future operations and results in the future may differ materially from those indicated herein. Readers are cautioned against placing undue reliance on any such forward looking statements.

GENERAL

Eagle Bancorp, Inc. is a growth oriented, one-bank holding company headquartered in Bethesda, Maryland. We provide general commercial and consumer banking services through our wholly owned banking subsidiary EagleBank (the “Bank”), a Maryland chartered bank which is a member of the Federal Reserve System. We were organized in October 1997, to be the holding company for the Bank. The Bank was organized as an independent, community oriented, full service banking alternative to the super regional financial institutions, which dominate our primary market area. Our philosophy is to provide superior, personalized service to our customers. We focus on relationship banking, providing each customer with a number of services, becoming familiar with and addressing customer needs in a proactive, personalized fashion. The Bank currently has six offices serving Montgomery County and three offices in the District of Columbia.

The Company offers a broad range of commercial banking services to our business and professional clients as well as full service consumer banking services to individuals living and/or working primarily in our service area. We emphasize providing commercial banking services to sole proprietors, small and medium-sized businesses, partnerships, corporations, non-profit organizations and associations, and investors living and working in and near our primary service area. A full range of retail banking services are offered to accommodate the individual needs of both corporate customers as well as the community we serve. These services include the usual deposit functions of commercial banks, including business and personal checking accounts, “NOW” accounts and money market and savings accounts, business, construction, and commercial loans, equipment leasing, residential mortgages and consumer loans and cash management services. We have developed significant expertise and commitment as an SBA lender, have been designated a Preferred Lender by the Small Business Administration (SBA), and are a leading community bank SBA lender in the Washington D.C. district.

CRITICAL ACCOUNTING POLICIES

The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and follow general practices within the banking industry. Application of these principles requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. These estimates, assumptions and judgments are based on information available as of the date of the consolidated financial statements; accordingly, as this information changes, the consolidated financial statements could reflect different estimates, assumptions, and judgments. Certain policies inherently have a greater reliance on the use of estimates, assumptions and judgments and as such have a greater possibility of producing results that could be materially different than originally reported.

11




Estimates, assumptions, and judgments are necessary when assets and liabilities are required to be recorded at fair value, when a decline in the value of an asset not carried on the financial statements at fair value warrants an impairment write-down or valuation reserve to be established, or when an asset or liability needs to be recorded contingent upon a future event. Carrying assets and liabilities at fair value inherently results in more financial statement volatility. The fair values and the information used to record valuation adjustments for certain assets and liabilities are based either on quoted market prices or are provided by other third-party sources, when available.

The allowance for credit losses is an estimate of the losses that may be sustained in our loan portfolio. The allowance is based on two principles of accounting: (a) Statement on Financial Accounting Standards (“SFAS”) 5, “Accounting for Contingencies”, which requires that losses be accrued when they are probable of occurring and are estimable and (b) SFAS No. 114, “Accounting by Creditors for Impairment of a Loan”, which requires that losses be accrued when it is probable that the Company will not collect all principal and interest payments according to the contractual terms of the loan. The loss, if any, can be determined by the difference between the loan balance and the value of collateral, the present value of expected future cash flows, or values observable in the secondary markets.

Three components comprise our allowance for credit losses: a specific allowance, a formula allowance and a nonspecific or environmental factors allowance. Each component is determined based on estimates that can and do change when actual events occur.

The specific allowance allocates an allowance to identified loans. A loan for which reserves are individually allocated may show deficiencies in the borrower’s overall financial condition, payment record, support available from financial guarantors and or the fair market value of collateral. When a loan is identified as impaired, a specific reserve is established based on the Company’s assessment of the loss that may be associated with the individual loan.

The formula allowance is used to estimate the loss on internally risk rated loans, exclusive of those identified as requiring specific reserves. Loans identified in the risk rating evaluation as substandard, doubtful and loss, are segregated from non-classified loans.  Classified loans are assigned allowance factors based on an impairment analysis. Allowance factors relate to the level of the internal risk rating with loans exhibiting higher risk ratings receiving a higher allowance factor.

The nonspecific or environmental factors allowance is an estimate of potential loss associated with the remaining loans (those not identified as either requiring specific reserves or having classified risk ratings). The loss estimates are based on more global factors, such as delinquency trends, loss history, trends in the volume and size of individual credits, effects of changes in lending policy, the experience and depth of management, national and local economic trends, any concentrations of credit risk, the quality of the loan review system and the effect of external factors such as competition and regulatory requirements. The environmental factors allowance captures losses whose impact on the portfolio may have occurred but have yet to be recognized in the other allowance factors.

Management has significant discretion in making the judgments inherent in the determination of the provision and allowance for credit losses, including, in connection with the valuation of collateral, a borrower’s prospects of repayment, and in establishing allowance factors on the formula allowance and nonspecific or environmental allowance components of the allowance. The establishment of allowance factors is a continuing evaluation, based on management’s ongoing assessment of the global factors discussed above and their impact on the portfolio. The allowance factors may change from period to period, resulting in an increase or decrease in the amount of the provision or allowance, based upon the same volume and classification of loans. Changes in allowance factors have a direct impact on the amount of the provision, and a related, after tax effect on net income. Errors in management’s perception and assessment of the global factors and their impact on the portfolio could result in the allowance not being adequate to cover losses in the portfolio, and may result in additional provisions or charge-offs.  Alternatively, errors in management’s perception and assessment of the global factors and their impact on the portfolio could result in the allowance being in excess of amounts necessary to cover losses in the portfolio, and may result in lower provisioning in the future. For additional information regarding the allowance for credit losses, refer to the discussion under the caption “Allowance for Credit Losses” below.

Beginning in January 2006, the Company adopted the provisions of Statement on Financial Accounting Standards (“SFAS”) 123R, which requires the expense recognition for the fair value of share based compensation

12




awards, such as stock options, restricted stock, performance based shares and the like.  This standard allows management to establish modeling assumptions as to expected stock price volatility, option terms, forfeiture rates and dividend rates which directly impact estimated fair value. The accounting standard also allows for the use of alternative option pricing models which may impact fair value as determined. The Company’s practice is to utilize reasonable and supportable assumptions which are reviewed with the appropriate Board Committee.

RESULTS OF OPERATIONS

Summary

The Company reported net income of $1.7 million for the three months ended March 31, 2007, as compared to net income of $2.0 million for the three months ended March 31, 2006, a decrease of 15%. Income per basic share was $0.18 for the three month period ended March 31, 2007, as compared to $0.21 for the same period in 2006. Income per diluted share was $0.17 for the three months ended March 31, 2007, as compared to $0.20 for the same period in 2006.

Earnings per share for the three months ended March 31, 2007 has been adjusted to reflect a 1.3 for one stock spilt in the form of a 30% stock dividend paid on July 5, 2006

The Company had an annualized return on average assets of 0.88% and an annualized return on average equity of 9.23% for the first three months of 2007, as compared to returns on average assets and average equity of 1.20% and 12.08%, respectively, for the same three months of 2006.

The decrease in net income for the three months ended March 31, 2007 can be attributed substantially to an increase in interest expense of 71% while interest income increased by 22% as compared to the first quarter of 2006.  Net interest income showed an increase of 2% on growth in average earning assets of 15%. For the three months ended March 31, 2007, the Company has experienced a 60 basis point decline in its net interest margin from 5.01% in the first quarter of 2006 to 4.41% for the first quarter of 2007. This change was primarily due to a change in the funding mix to higher cost liabilities.

For the three months ended March 31, 2007, average interest bearing liabilities funding average earning assets increased to 77% as compared to 71% for the first three months of 2006.  Additionally, while the average rate on earning assets for the three month period ended March 31, 2007 as compared to 2006 has risen by 43 basis points from 7.18% to 7.61%, the cost of interest bearing liabilities has increased by 111 basis points from 3.06% to 4.17%, resulting in a decline in the net interest spread from 4.12% for the three months ended March 31, 2006 to 3.44% for the three months ended March 31, 2007. The 60 basis point decline in the net interest margin has been less than the decline in the net interest spread as the Company continues to benefit from a significant amount of average noninterest bearing funding sources. For the three months ended March 31, 2007, average noninterest sources funding earning assets was $172 million as compared to $186 million for the same period in 2006. The combination of higher levels of market interest rates and a slight decline in noninterest funding sources has resulted in an increase in the value of noninterest sources funding earning assets from 89 basis points for the first three months in 2006 to 97 basis points for the three months ended March 31, 2007.

Due to competitive pressures, rates paid on deposits, which have been increasing to meet funding needs, may continue to have increases in future periods, which may not be offset by further increases in interest rates on earning assets. As a result of such potential margin compression, the Company’s earnings could be adversely impacted.

Loans, which generally have higher yields than securities and other earning assets, increased from 86% of average earning assets in the first three months of 2006 to 87% of average earning assets for the same period of 2007.  Investment securities for the first three months of 2007 amounted to 10% of average earning assets as compared to 11% for the first three months in 2006. This decline was directly related to average loan growth over the past twelve month period exceeding the growth of average deposit and other funding sources.

During the first quarter of 2007 the Company’s provision for loan losses amounted to $303 thousand as compared to $115 thousand for the first quarter of 2006, largely as a result of loan growth, and in part due to higher

13




levels of net-charge offs in the first quarter of 2007 as compared to the first quarter of 2006. The Company recorded a partial charge-off in the amount of $350 thousand associated with a problem commercial lending relationship originally identified and provisioned for in the third quarter of 2006. This credit is expected to be fully resolved later in 2007.  Management believes the current reserve balance for this relationship is adequate.  In total, the ratio of net charge-offs to average loans was .26% for the first quarter of 2007 (.04% excluding the problem relationship identified above) as compared to .01% for the first quarter of 2006. The continued management of a quality loan portfolio remains a key objective of the Company.

Total noninterest income was $998 thousand for the first three months of 2007 as compared to $840 thousand for the same period in 2006, a 19% increase. This increase was due primarily to gains from the sale of residential mortgage and SBA loans which amounted to $489 thousand for the quarter ended March 31, 2007 as compared to $382 thousand for the same period in 2006, a 28% increase. In addition, deposit transaction fees and other noninterest income fees amounted to $503 thousand in the initial quarter of 2007 as compared to $458 thousand for the same period in 2006, a 10% increase.

Noninterest expenses amounted to $6.0 million for the first quarter of 2007 as compared to $5.2 million for the same period of 2006, a 16% increase. The increase in noninterest expenses was due substantially to a larger staff and related personnel costs, a new branch opened in the second quarter of 2006, additional office space, increases in data processing costs and licensing fees and the revised requirement that the Bank pay deposit insurance premiums. The efficiency ratio, which measures the relationship of noninterest expenses to the sum of net interest income and noninterest income was 67.4% for the first three months of 2007 as compared to 60.1% for the same period in 2006. This ratio increased due to both a decline in the net interest margin in first quarter of 2007 as compared to 2006 and higher levels of noninterest expenses.

For the three months ended March 31, 2007 as compared to 2006, the combination of a slight increase in net interest income from increased volumes offset by a lower net interest margin, higher levels of noninterest income and increases in both the provision for credit losses and noninterest expenses, resulted in a 15% decline in net income during the three month period.

The ratio of average equity to average assets declined from 9.93% for the first three months of 2006 to 9.59% for the first three months of 2007. As discussed below, the capital ratios of the Bank and Company remain above well capitalized levels.

Net Interest Income and Net Interest Margin

Net interest income is the difference between interest income on earning assets and the cost of funds supporting those assets. Earning assets are composed primarily of loans and investment securities.  The cost of funds represents interest expense on deposits, customer repurchase agreements and other borrowings. Noninterest bearing deposits and capital are other components representing funding sources, which factors have been significant in the first quarter of 2007 versus 2006 (refer to discussion above under Results of Operations). Changes in the volume and mix of assets and funding sources, along with the changes in yields earned and rates paid, determine changes in net interest income. Net interest income for the first three months of 2007 was $8.0 million compared to $7.8 million for the first three months of 2006, a 2% increase.

The table below labeled “Average Balances, Interest Yields and Rates and Net Interest Margin” presents the average balances and rates of the various categories of the Company’s assets and liabilities. Included in the table is a measurement of interest rate spread and margin.  Interest spread is the difference (expressed as a percentage) between the interest rate earned on earning assets less the interest expense on interest bearing liabilities. While net interest spread provides a quick comparison of earnings rates versus cost of funds, management believes that margin provides a better measurement of performance.  Margin includes the effect of noninterest bearing sources in its calculation and is net interest income expressed as a percentage of average earning assets.

14




EAGLE BANCORP, INC.

Average Balances, Interest Yields And Rates, And Net Interest Margin

(dollars in thousands)

 

 

 

Three Months Ended March 31,

 

 

 

2007

 

2006

 

 

 

Average
Balance

 

Interest

 

Average
Yield/Rate

 

Average
Balance

 

Interest

 

Average
Yield/Rate

 

ASSETS:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing deposits with other banks and other short-term investments

 

$

4,377

 

$

61

 

5.65

%

$

3,146

 

$

30

 

3.87

%

Loans (1)

 

636,225

 

12,531

 

7.99

%

545,594

 

10,328

 

7.68

%

Investment securities available for sale

 

90,115

 

1,120

 

5.04

%

67,771

 

671

 

4.02

%

Federal funds sold

 

1,812

 

24

 

5.37

%

17,960

 

195

 

4.40

%

Total interest earning assets

 

732,529

 

13,736

 

7.60

%

634,471

 

11,224

 

7.17

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total noninterest earning assets

 

45,814

 

 

 

 

 

42,222

 

 

 

 

 

Less: allowance for credit losses

 

7,463

 

 

 

 

 

6,029

 

 

 

 

 

Total noninterest earning assets

 

38,351

 

 

 

 

 

36,193

 

 

 

 

 

TOTAL ASSETS

 

$

770,880

 

 

 

 

 

$

670,664

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest bearing transaction

 

$

55,344

 

$

66

 

0.48

%

$

87,419

 

$

36

 

0.17

%

Savings and money market

 

165,606

 

1,518

 

3.72

%

119,248

 

1,142

 

3.88

%

Time deposits

 

263,293

 

3,251

 

5.01

%

194,458

 

1,781

 

3.71

%

Customer repurchase agreements and federal funds purchased

 

46,577

 

525

 

4.57

%

32,567

 

189

 

2.35

%

Other short-term borrowings

 

8,000

 

108

 

5.48

%

14,611

 

232

 

6.44

%

Long-term borrowings

 

22,000

 

299

 

5.51

%

 

 

 

Total interest bearing liabilities

 

560,820

 

5,767

 

4.17

%

448,303

 

3,380

 

3.06

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest bearing demand

 

132,249

 

 

 

 

 

152,344

 

 

 

 

 

Other liabilities

 

3,921

 

 

 

 

 

3,390

 

 

 

 

 

Total noninterest bearing liabilities

 

136,170

 

 

 

 

 

155,734

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity

 

73,890

 

 

 

 

 

66,627

 

 

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

770,880

 

 

 

 

 

$

670,664

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income

 

 

 

$

7,969

 

 

 

 

 

$

7,844

 

 

 

Net interest spread

 

 

 

 

 

3.43

%

 

 

 

 

4.12

%

Net interest margin

 

 

 

 

 

4.41

%

 

 

 

 

5.01

%

 


(1) Includes Loans held for Sale

15




Allowance for Credit Losses

 

The provision for credit losses represents the amount of expense charged to current earnings to fund the allowance for credit losses. The amount of the allowance for credit losses is based on many factors which reflect management’s assessment of the risk in the loan portfolio. Those factors include economic conditions and trends, the value and adequacy of collateral, volume and mix of the portfolio, performance of the portfolio, and internal loan processes of the Company and Bank.

 

Management has developed a comprehensive analytical process to monitor the adequacy of the allowance for credit losses. This process and guidelines were developed utilizing among other factors, the guidance from federal banking regulatory agencies. The results of this process, in combination with conclusions of the Bank’s outside loan review consultant, support management’s assessment as to the adequacy of the allowance at the balance sheet date. Please refer to the discussion under the caption “Critical Accounting Policies” for an overview of the methodology management employs on a quarterly basis to assess the adequacy of the allowance and the provisions charged to expense. Also, refer to the following table which reflects the comparative charge-offs and recoveries of prior loan charge-offs information.

 

During the first three months of 2007, a provision for credit losses was made in the amount of $303 thousand and the allowance for credit losses decreased $110 thousand, including the impact of $413 thousand in net charge-offs during the period. The provision for credit losses of $303 thousand in the first three months of 2007 compared to a provision for credit losses of $115 thousand in the first three months of 2006. The higher level of the provision in 2007 is primarily attributable to an increase of loan growth in the loan portfolio and in part to higher levels of net-charge offs in the first quarter of 2007. The increase in chargeoffs primarily related to a $350 thousand partial chargeoff of a problem commercial lending relationship. 

 

At March 31, 2007, the Company had $1.6 million of loans classified as nonperforming as compared to $2.0 million at December 31, 2006 and $6.2 million at March 31, 2006, consisting primarily of a single $1.5 million relationship.  The Company had no restructured loans at March 31, 2007, December 31, 2006 or March 31, 2006. Significant variation in these amounts may occur from period to period because the amount of nonperforming loans depends largely on the condition of a small number of individual credits and borrowers relative to the total loan portfolio. The Company had no Other Real Estate Owned (OREO) at March 31, 2007, December 31, 2006 or March 31, 2006. The balance of impaired loans was $1.6 million (which includes the $1.5 million for the commercial loan relationship identified above) at March 31, 2007, with specific reserves against those loans of $428 thousand, compared to $409 thousand of impaired loans at March 31, 2006 with specific reserves of $260 thousand. The allowance for loan losses represented 1.14% of total loans at March 31, 2007 as compared to 1.19% at December 31, 2006. This decrease in the ratio of the allowance in the first quarter was due primarily to a partial charge-off in the amount of $350 thousand associated with a problem commercial lending relationship originally identified and provisioned for in the third quarter of 2006.

 

As part of its comprehensive loan review process, the Company’s Board of Directors and the Bank Director’s Loan Committee and or Board of Director’s Credit Review Committees carefully evaluates loans which are past due 30 days or more.  The Committee(s) make a thorough assessment of the conditions and circumstances surrounding each delinquent loan. The Bank’s loan policy requires that loans be placed on nonaccrual if they are ninety days past due, unless they are well secured and in the process of collection.

 

The maintenance of a high quality loan portfolio, with an adequate allowance for possible loan losses will continue to be a primary management objective in the Company.

16




The following table sets forth activity in the allowance for credit losses for the periods indicated.

 

 

Three Months Ended
March  31,

 

(dollars in thousands)

 

2007

 

2006

 

Balance at beginning of year

 

$

7,373

 

$

5,985

 

Charge-offs:

 

 

 

 

 

Commercial

 

396

 

 

Real estate – commercial

 

 

 

Construction

 

 

 

Home equity

 

 

 

Other consumer

 

24

 

15

 

Total charge-offs

 

420

 

15

 

 

 

 

 

 

 

Recoveries:

 

 

 

 

 

Commercial

 

7

 

 

Real estate – commercial

 

 

 

Construction

 

 

 

Home equity

 

 

 

Other consumer

 

 

 

Total recoveries

 

7

 

 

Net charge-offs

 

(413

)

(15

)

 

 

 

 

 

 

Additions charged to operations

 

303

 

115

 

Balance at end of period

 

$

7,263

 

$

6,085

 

 

 

 

 

 

 

Annualized ratio of net charge-offs during the period to average loans outstanding during the period

 

0.26

%

0.01

%

 

The following table reflects the allocation of the allowance for credit losses at the dates indicated.  The allocation of the allowance to each category is not necessarily indicative of future losses or charge-offs and does not restrict the use of the allowance to absorb losses in any category.

 

 

As of March 31,

 

As of December 31,

 

 

 

2007

 

2006

 

(dollars in thousands)

 

Amount

 

% (1)

 

Amount

 

% (1)

 

Commercial

 

$

3,196

 

21

%

$

3,379

 

21

%

Real estate – commercial

 

2,864

 

55

%

2,800

 

56

%

Real estate – residential

 

38

 

0

%

40

 

0

%

Construction - commercial and residential

 

890

 

15

%

854

 

14

%

Home equity

 

171

 

8

%

176

 

8

%

Other consumer

 

103

 

1

%

124

 

1

%

Unallocated

 

1

 

0

%

 

0

%

Total loans

 

$

7,263

 

100

%

$

7,373

 

100

%

 


(1) Represents the percent of loans in each category to total loans.

17




Nonperforming Assets

 

The Company’s nonperforming assets, which are comprised of loans delinquent 90 days or more, non-accrual loans, restructured loans and other real estate owned, totaled $1.6 million at March 31, 2007 compared to $6.2 million at March 31, 2006. The percentage of nonperforming loans to total loans was 0.25% at March 31, 2007, compared to 1.13% at March 31, 2006.

 

The following table shows the amounts of nonperforming assets at the dates indicated.

 

 

March 31,

 

December 31,

 

(dollars in thousands)

 

2007

 

2006

 

2006

 

Nonaccrual Loans

 

 

 

 

 

 

 

Commercial

 

$

1,601

 

$

416

 

$

1,976

 

Consumer

 

 

129

 

 

Real estate

 

 

5,610

 

 

Accrual loans–past due 90 days

 

 

 

 

 

 

 

Commercial

 

 

 

37

 

Consumer

 

 

 

 

Real estate

 

 

 

 

Restructured loans

 

 

 

 

Real estate owned

 

 

 

 

Total non–performing assets

 

$

1,601

 

$

6,155

 

$

2,013

 

 

The Company experienced a decrease in the level of nonaccrual loans in the first quarter of 2007, as compared to December 31, 2006, resulting primarily from a partial charge-off in the amount of $350 thousand associated with a problem commercial lending relationship originally identified and provisioned for in the third quarter of 2006.

 

At March 31, 2007, there were an additional $4.2 million of performing loans considered potential problem loans, defined as loans which are not included in the past due, nonaccrual or restructured categories, but for which known information about possible credit problems causes management to be uncertain as to the ability of the borrowers to comply with the present loan repayment terms which may in the future result in disclosure in the past due, nonaccrual or restructured loan categories.

 

Noninterest Income

 

Noninterest income consists primarily of deposit account service charges, gains on the sale of SBA and residential mortgage loans, other noninterest loan fees, income from bank owned life insurance (“BOLI”), investment gains and losses and other service fees. For the three months ended March 31, 2007, noninterest income was $998 thousand. This compared to $840 thousand of noninterest income for the three months ended March 31, 2006, a 19% increase due primarily to increases in deposit transaction fees and gains from the sale of residential mortgage and SBA loans. The Company recognized $7 thousand and $0 of investment gains for the first quarter of 2007 and 2006, respectively.

 

The Company is an active originator of SBA loans and its current practice is to sell the guaranteed portion of those loans at a premium. Income from this source was $148 thousand for the three months ended March 31, 2007 compared to $138 thousand for the three months ended March 31, 2006. Activity in SBA loan sales to secondary markets can vary widely from quarter to quarter. EagleBank has been recognized as the leading community bank SBA lender in its marketplace and continued emphasis is anticipated.

 

The Company also originates residential mortgage loans on a pre-sold basis, servicing released. Sales of these mortgage loans yielded gains of $89 thousand in the first three months of 2007 compared to $38 thousand in the same period in 2006. The Company continues its efforts to expand residential mortgage lending and associated

18




sale of these assets on a servicing released basis. Loans sold are subject to repurchase in circumstances where documentation is not accurate or the underlying loan becomes delinquent within a specified period following sale and loan funding. The Bank considers these potential recourse provisions to be minimal and to date, have experienced no repurchases.

 

Income for the three months ended March 31, 2007 was $349 thousand from deposit account service charges, $57 thousand from SBA loan service fees and $107 thousand from BOLI, versus $324 thousand from deposit account service charges, $62 thousand from SBA service fees and $97 thousand from BOLI for the three months ended March 31, 2006. Other noninterest income amounted to $241 thousand for the first three months of 2007, as compared to $181 thousand in the first quarter of 2006. The increase in deposit services was primarily related to new relationships. The increase in other non-interest income was due primarily to loan prepayment and commitment fees.

 

Noninterest Expense

 

Noninterest expense was $6.0 million for the three months ended March 31, 2007 compared to $5.2 million for the three months ended March 31, 2006, an increase of 16%.

 

Salaries and benefits were $3.4 million for the first quarter of 2007, as compared to $3.0 million for the first quarter of 2006, a 13% increase. This increase was due to staff additions, merit increases and increased benefit costs, offset by a decline in incentive based compensation. At March 31, 2007, the Company’s staff numbered approximately 168, as compared to 149 at March 31, 2006.

 

Premises and equipment expenses amounted to $1.2 million for the quarter ended March 31, 2007 versus $869 thousand for the same period in 2006. This increase of 39% was due to a full quarter’s operation of a new banking office opened in mid May 2006, additional office space leased toward the end of 2006 and to ongoing operating expense increases associated with the Company’s facilities, all of which are leased, and to increased equipment costs.

 

Advertising costs decreased from $119 thousand in the quarter ended March 31, 2006 to $91 thousand in the same period in 2007, a decrease of 24%. This decline was due primarily to lower levels of product advertising.

 

Outside data processing costs were $262 thousand for the initial quarter in 2007, as compared to $228 thousand in 2006, or an increase of 15%. The increase was due to increases in numbers of accounts and services and to network management and wire system enhancements. 

 

Other expenses, increased from $1.0 million in the first quarter of 2006 to $1.1 million for the three months ended March 31, 2007, or an increase of 10%. The major components of costs in this category include professional fees, including audit and accounting, ATM expenses, telephone, courier, printing, business development, office supplies, charitable contributions, director fees and dues.  For the first quarter of 2007, as compared to 2006, the significant increases in this category were primarily broker fees, internet and license agreements, loan related expenses and the revised requirement that the Company pay deposit insurance premiums.

 

Income Tax Expense

 

The Company’s ratio of income tax expense to pre-tax income (termed effective tax rate) decreased to 35.7% in the first quarter of 2007 as compared to 40.7% for the same period in 2006. This decrease was due primarily to higher amounts of U.S. government agency income in the first quarter of 2007, which is non-taxable for state tax purposes and to lower amounts of share based compensation in 2007 as compared to 2006 which is partially non-deductible for financial accounting purposes.

19




FINANCIAL CONDITION

 

Summary

 

At March 31, 2007, assets were $776.2 million, loans were $637.4 million, deposits were $632.1 million, customer repurchase agreements and other borrowings were $65.0 million and stockholders’ equity was $74.5 million. As compared to December 31, 2006, assets grew by $2.7 million (0.4%), loans by $11.6 million (1.8%), deposits by $3.6 million (0.6%), customer repurchase agreements and other borrowings decreased by $3.0 million (4.4%) and stockholders’ equity by grew by $1.5 million (2.1%). 

 

The Company paid cash dividends of $0.06 and $0.05 per share in the first quarter of 2007 and 2006, respectively, as adjusted for the 1.3 to 1 stock split paid in July 2006.

 

Loans

 

Loans, net of amortized deferred fees and costs, at March 31, 2007, December 31, 2006 and March 31, 2006 by major category are summarized below:

 

 

 

As of March 31,

 

As of December 31,

 

As of March 31,

 

 

 

2007

 

2006

 

2006

 

(dollars in thousands)

 

Amount