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Westfield Financial 10-Q 2010 UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 20549
FORM
10-Q
For the
quarterly period ended June 30, 2010
OR
For the
transition period from _____ to _____.
Commission
file number 001-16767
Westfield
Financial, Inc.
(Exact
name of registrant as specified in its charter)
141
Elm Street, Westfield, Massachusetts 01086
(Address
of principal executive offices)
(Zip
Code)
(413)
568-1911
(Registrant’s
telephone number, including area code)
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 twelve 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 ¨
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files.) Yes ¨ No ¨.
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer,”
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act (Check one):
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes ¨ No x
At August
2, 2010 the registrant had 29,458,167 shares of common stock, $0.01 par value,
issued and outstanding. TABLE
OF CONTENTS
FORWARD
– LOOKING STATEMENTS
This
Quarterly Report on Form 10-Q contains “forward-looking
statements.” These forward-looking statements are made in good faith
pursuant to the “safe harbor” provisions of the Private Securities Litigation
Reform Act of 1995. The words “may,” “could,” “should,” “would,”
“believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan” and similar
expressions are intended to identify forward-looking
statements. These forward-looking statements may be subject to
significant known and unknown risks, uncertainties and other factors, including,
but not limited to, changes in the real estate market or local economy, changes
in interest rates, changes in laws and regulations to which we are subject, and
competition in our primary market area.
Although
we believe that the expectations reflected in such forward-looking statements
are reasonable, actual results may differ materially from the results discussed
in these forward-looking statements. You are cautioned not to place
undue reliance on these forward-looking statements, which speak only as of the
date hereof. Westfield Financial undertakes no obligation to
republish revised forward-looking statements to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated
events. i
PART
I – FINANCIAL INFORMATION
ITEM
1: FINANCIAL STATEMENTS.
WESTFIELD
FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS - UNAUDITED
(Dollars
in thousands)
See
accompanying notes to unaudited consolidated financial
statements.
1
WESTFIELD
FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF OPERATIONS – UNAUDITED
(Dollars
in thousands, except per share data)
See
accompanying notes to unaudited consolidated financial statements.
2
CONSOLIDATED
STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY AND COMPREHENSIVE INCOME-
UNAUDITED
SIX
MONTHS ENDED JUNE 30, 2010 AND 2009
(Dollars
in thousands, except share data)
See the
accompanying notes to unaudited consolidated financial
statements. 3
WESTFIELD
FINANCIAL, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CASH FLOWS – UNAUDITED
(Dollars
in thousands)
See the
accompanying notes to unaudited consolidated financial
statements. 4
WESTFIELD
FINANCIAL, INC. AND SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Operations –
>Westfield Financial, Inc. (“Westfield Financial,” “we” or “us”) is the
bank holding company for Westfield Bank, a federally-chartered stock savings
bank.
Westfield
Bank’s deposits are insured to the limits specified by the Federal Deposit
Insurance Corporation (“FDIC”). Westfield Bank operates eleven
branches in Western Massachusetts and its primary sources of revenue are income
from securities and earnings on loans to small and middle-market businesses and
to residential property homeowners.
Elm
Street Securities Corporation and WFD Securities Corporation,
Massachusetts-chartered security corporations, were formed by Westfield
Financial for the primary purpose of holding qualified securities. In
October 2009, WB Real Estate Holdings, LLC, a Massachusetts-chartered limited
liability company was formed for the primary purpose of holding real property
acquired as security for debts previously contracted by the bank.
These
unaudited consolidated financial statements should be read in conjunction with
the audited consolidated financial statements as of and for the year ended
December 31, 2009, included in our Annual Report on Form 10-K for the year ended
December 31, 2009 (the “2009 Annual Report”).
Reclassifications>
- Certain amounts in the prior period financial statements have been
reclassified to conform to the current year presentation. 5
2. EARNINGS
PER SHARE
Basic
earnings per share represent income available to shareholders divided by the
weighted average number of common shares outstanding during the
period. Diluted earnings per share reflect additional common shares
that would have been outstanding if dilutive potential shares had been issued,
as well as any adjustment to income that would result from the assumed
issuance. Potential common shares that may be issued by us relate
solely to outstanding stock options and are determined using the treasury stock
method.
Earnings
per common share for the three and six months ended June 30, 2010 and 2009 have
been computed based on the following:
Stock
options that would have an antidilutive effect on diluted earnings per share are
excluded from the calculation. At June 30, 2010 and 2009, 2,209,012
and 1,538,357 shares were antidilutive, respectively.
3. COMPREHENSIVE
INCOME/LOSS
Accounting
principles generally require that recognized revenue, expenses, gains and losses
be included in net income. Although certain changes in assets and
liabilities are reported as a separate component of the equity section of the
balance sheet, such items, along with net income are components of comprehensive
income. 6
The
components of other comprehensive income and related tax effects are as
follows:
The
components of accumulated other comprehensive loss included in shareholders’
equity are as follows:
7
Securities
are summarized as follows:
8
Information
pertaining to securities with gross unrealized losses at June 30, 2010 and
December 31, 2009, aggregated by investment category and length of time that
individual securities have been in a continuous loss position,
follows:
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