10-Q
1
f10q0321_kentuckyfirst.htm
QUARTERLY REPORT
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2021
OR
☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from ____________ to
_______________
Commission File Number: 0-51176
KENTUCKY FIRST FEDERAL BANCORP
(Exact name of registrant as specified in its charter)
United States of America
61-1484858
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
655 Main Street, Hazard, Kentucky 41702
(Address of principal executive offices)(Zip Code)
(502) 223-1638
(Registrant’s telephone number, including
area code)
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value per share
KFFB
The NASDAQ Stock Market LLC
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 ☒ No ☐
Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒
No ☐
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company.
See the definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☐
Accelerated filer
☐
Non-Accelerated filer
☐
Smaller Reporting Company
☒
Emerging Growth Company
☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each
of the issuer’s classes of common stock, as of the latest practicable date: At May 7, 2021, the latest practicable date, the Corporation
had 8,226,715 shares of $.01 par value common stock outstanding.
INDEX
Page
PART I
FINANCIAL INFORMATION
1
ITEM 1
FINANCIAL STATEMENTS
1
Condensed Consolidated Balance Sheets
1
Condensed Consolidated Statements of Operations
2
Condensed Consolidated Statements of Comprehensive Income
3
Consolidated Statements of Changes in Shareholders’ Equity
4
Condensed Consolidated Statements of Cash Flows
6
Notes to Condensed Consolidated Financial Statements
8
ITEM 2
Management’s Discussion and Analysis of Financial Condition and Results of Operations
27
ITEM 3
Quantitative and Qualitative Disclosures About Market Risk
38
ITEM 4
Controls and Procedures
38
PART II
OTHER INFORMATION
39
SIGNATURES
41
i
PART I
ITEM 1: Financial Statements
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
March 31,
June 30,
2021
2020
Unaudited
ASSETS
Cash and due from financial institutions
$ 1,724
$ 1,662
Fed funds sold
5,001
--
Interest-bearing demand deposits
8,042
12,040
Cash and cash equivalents
14,767
13,702
Time deposits in other financial institutions
247
2,229
Securities available-for-sale
33
541
Securities held-to-maturity, at amortized cost- approximate fair value of $508 and $611 at March 31, 2021 and June 30, 2020, respectively
491
598
Loans held for sale
1,261
667
Loans, net of allowance of $1,622 and $1,488 at March 31, 2021 and June 30, 2020, respectively
299,190
285,887
Real estate owned, net
141
640
Premises and equipment, net
4,766
4,916
Federal Home Loan Bank stock, at cost
6,498
6,498
Accrued interest receivable
727
830
Bank-owned life insurance
2,652
2,594
Goodwill
947
947
Prepaid federal income taxes
64
135
Prepaid expenses and other assets
848
952
Total assets
$ 332,632
$ 321,136
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits
$ 225,543
$ 212,273
Federal Home Loan Bank advances
53,193
54,715
Advances by borrowers for taxes and insurance
560
800
Accrued interest payable
25
27
Deferred income taxes
725
837
Other liabilities
696
573
Total liabilities
280,742
269,225
Commitments and contingencies
–
–
Shareholders’ equity
Preferred stock, 500,000 shares authorized, $.01 par value; no shares issued and outstanding
–
–
Common stock, 20,000,000 shares authorized, $.01 par value; 8,596,064 shares issued
86
86
Additional paid-in capital
34,901
34,981
Retained earnings
20,020
19,932
Unearned employee stock ownership plan (ESOP), 14,924 shares and 28,931 shares at March 31, 2021 and June 30, 2020, respectively
(149 )
(289 )
Treasury shares at cost, 369,349 and 342,849 common shares at March 31, 2021 and June 30, 2020, respectively
(2,968 )
(2,801 )
Accumulated other comprehensive income
–
2
Total shareholders’ equity
51,890
51,911
Total liabilities and shareholders’ equity
$ 332,632
$ 321,136
See accompanying notes to condensed consolidated
financial statements.
1
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands, except per share data)
Nine months ended
March 31,
Three months ended
March 31,
2021
2020
2021
2020
Interest income
Loans, including fees
$ 8,835
$ 9,401
$ 2,899
$ 3,104
Mortgage-backed securities
11
17
3
6
Other securities
3
14
--
3
Interest-bearing deposits and other
122
364
38
92
Total interest income
8,971
9,796
2,940
3,205
Interest expense
Interest-bearing demand deposits
23
16
8
5
Savings
194
154
69
51
Certificates of Deposit
1,110
1,654
310
572
Deposits
1,327
1,824
387
628
Borrowings
333
927
105
254
Total interest expense
1,660
2,751
492
882
Net interest income
7,311
7,045
2,448
2,323
Provision for loan losses
192
64
--
--
Net interest income after provision for loan losses
7,119
6,981
2,448
2,323
Non-interest income
Earnings on bank-owned life insurance
58
58
19
20
Net gain on sales of loans
280
75
125
35
Net gain (loss) on sales of real estate owned
(18 )
6
--
(1 )
Valuation adjustment for real estate owned
(19 )
(36 )
--
(12 )
Other
132
130
38
39
Total non-interest income
433
233
182
81
Non-interest expense
Employee compensation and benefits
4,027
4,168
1,383
1,400
Occupancy and equipment
425
420
145
141
FDIC insurance premiums
129
--
41
--
Voice and data communications
80
128
23
28
Advertising
114
133
38
41
Outside service fees
139
137
43
43
Data processing
430
388
138
149
Auditing and accounting
119
151
40
52
Franchise and other taxes
130
194
--
65
Foreclosure and real estate owned expenses (net)
66
57
19
17
Other
472
540
149
170
Total non-interest expense
6,131
6,316
2,019
2,106
Income before income taxes
1,421
898
611
298
Federal income tax expense
293
176
138
58
NET INCOME
$ 1,128
$ 722
$ 473
$ 240
EARNINGS PER SHARE
Basic and diluted
$ 0.14
$ 0.09
$ 0.06
$ 0.03
DIVIDENDS PER SHARE
$ 0.30
$ 0.30
$ 0.10
$ 0.10
See accompanying notes to condensed consolidated
financial statements.
2
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME
(Unaudited)
(In thousands)
Nine months ended
March 31,
Three months ended
March 31,
2021
2020
2021
2020
Net income
$ 1,128
$ 722
$ 473
$ 240
Other comprehensive gains (losses), net of tax:
Unrealized holding Gains (losses) on securities designated as available-for-sale,
net of taxes of $(1), $0, $0 and $0 during the respective periods
(2 )
--
--
1
Comprehensive income
$ 1,126
$ 722
$ 473
$ 241
See accompanying notes to condensed consolidated
financial statements.
3
Kentucky First Federal Bancorp
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’
EQUITY
For the nine months ended
(Unaudited)
(Dollar amounts in thousands, except per share
data)
March 31, 2021
Common
stock
Additional
paid-in
capital
Retained
earnings
Unearned
employee
stock
ownership
plan
(ESOP)
Treasury
shares
Accumulated
other
comprehensive
income (loss)
Total
Balance at June 30, 2020
$ 86
$ 34,981
$ 19,932
$ (289 )
$ (2,801 )
$ 2
$ 51,911
Net income
–
–
1,128
–
–
–
1,128
Allocation of ESOP shares
–
(80 )
–
140
–
–
60
Acquisition of shares for Treasury
–
–
–
–
(167 )
–
(167 )
Other comprehensive loss
–
–
–
–
–
(2 )
(2 )
Cash dividends of $0.30 per common share
–
–
(1,040 )
–
–
–
(1,040 )
Balance at March 31, 2021
$ 86
$ 34,901
$ 20,020
$ (149 )
$ (2,968 )
$ --
$ 51,890
March 31, 2020
Common
stock
Additional
paid-in
capital
Retained
earnings
Unearned
employee
stock
ownership
plan
(ESOP)
Treasury
shares
Accumulated
other
comprehensive
income
Total
Balance at June 30, 2019
$ 86
$ 35,056
$ 33,867
$ (476 )
$ (2,259 )
$ 4
$ 66,278
Net income
–
–
722
–
–
–
722
Allocation of ESOP shares
–
(58 )
–
140
–
–
82
Acquisition of shares for treasury
–
–
–
–
(475 )
–
(475 )
Other comprehensive loss
–
–
–
–
–
–
–
Cash dividends of $0.30 per common share
–
–
(1,038 )
–
–
–
(1,038 )
Balance at March 31, 2020
$ 86
$ 34,998
$ 33,551
$ (336 )
$ (2,734 )
$ 4
$ 65,569
See accompanying notes to condensed consolidated
financial statements.
4
Kentucky First Federal Bancorp
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’
EQUITY
For the three months ended
(Unaudited)
(Dollar amounts in thousands, except per share
data)
March 31, 2021
Common
stock
Additional
paid-in
capital
Retained
earnings
Unearned
employee
stock
ownership
plan
(ESOP)
Treasury
shares
Accumulated
other
comprehensive
income
Total
Balance at December 31, 2020
$ 86
$ 34,948
$ 19,896
$ (196 )
$ (2,902 )
$ --
$ 51,832
Net income
–
–
473
–
–
–
473
Allocation of ESOP shares
–
(47 )
–
47
–
–
--
Acquisition of shares for Treasury
–
–
–
–
(66 )
–
(66 )
Cash dividends of $0.10 per common share
–
–
(349 )
–
–
–
(349 )
Balance at March 31, 2021
$ 86
$ 34,901
$ 20,020
$ (149 )
$ (2,968 )
$ –
$ 51,890
March 31, 2020
Common
stock
Additional
paid-in
capital
Retained
earnings
Unearned
employee
stock
ownership
plan
(ESOP)
Treasury
shares
Accumulated
other
comprehensive
income
Total
Balance at December 31, 2019
$ 86
$ 35,011
$ 33,663
$ (383 )
$ (2,571 )
$ 3
$ 65,809
Net income
–
–
240
–
–
–
240
Allocation of ESOP shares
–
(13 )
–
47
–
–
34
Acquisition of shares for treasury
–
–
–
–
(163 )
–
(163 )
Other comprehensive income
–
–
–
–
–
1
1
Cash dividends of $0.10 per common share
–
–
(352 )
–
–
–
(352 )
Balance at March 31, 2020
$ 86
$ 34,998
$ 33,551
$ (336 )
$ (2,734 )
$ 4
$ 65,569
See accompanying notes to condensed consolidated
financial statements.
5
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
Nine months ended
March 31,
2021
2020
Cash flows from operating activities:
Net income
$ 1,128
$ 722
Adjustments to reconcile net
income to net cash provided by operating activities
Depreciation
218
205
Accretion of purchased loan credit
discount
(43 )
(83 )
Amortization of purchased loan
premium
26
8
Amortization of deferred loan origination
costs (fees)
(1 )
70
Amortization of premiums on investment
securities
7
6
Net gain on sale of loans
(280 )
(75 )
Net (gain) loss on sale of real
estate owned
18
(6 )
Valuation adjustments of real estate
owned
19
36
ESOP compensation expense
60
82
Earnings on bank-owned life insurance
(58 )
(58 )
Provision for loan losses
192
64
Origination of loans held for sale
(6,468 )
(2,655 )
Proceeds from loans held for sale
6,154
2,170
Increase (decrease) in cash, due
to changes in:
Accrued interest receivable
103
46
Prepaid expenses and other assets
104
135
Accrued interest payable
(2 )
5
Other liabilities
123
99
Income
taxes
(41 )
180
Net cash provided by operating
activities
1,259
951
Cash flows from investing activities:
Purchase of time deposits in other
financial institutions
--
(2,500 )
Maturities of time deposits in
other financial institutions
1,982
6,739
Securities maturities, prepayments
and calls:
Held to maturity
100
144
Available for sale
506
500
Purchase of FHLB stock
--
(16 )
Loans originated for investment,
net of principal collected
(13,767 )
2,062
Proceeds from sale of real estate
owned
753
180
Additions to real estate owned
(1 )
(39 )
Additions
to premises and equipment, net
(68 )
(156 )
Net cash provided by (used in)
investing activities
(10,495 )
6,914
Cash flows from financing activities:
Net increase in deposits
13,270
12,719
Payments by borrowers for taxes
and insurance, net
(240 )
(246 )
Proceeds from Federal Home Loan
Bank advances
38,600
13,800
Repayments on Federal Home Loan
Bank advances
(40,122 )
(25,461 )
Treasury stock purchased
(167 )
(475 )
Dividends
paid on common stock
(1,040 )
(1,038 )
Net cash
provided by (used in) financing activities
10,301
(701 )
Net increase in cash and cash equivalents
1,065
7,164
Beginning
cash and cash equivalents
13,702
9,861
Ending cash
and cash equivalents
$ 14,767
$ 17,025
See accompanying notes to condensed consolidated
financial statements.
6
Kentucky First Federal Bancorp
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(CONTINUED)
(Unaudited)
(In thousands)
Nine months ended
March 31,
2021
2020
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Federal income taxes
$ 191
$ –
Interest on deposits and borrowings
$ 1,662
$ 2,746
Transfers of loans to real estate owned, net
$ 327
$ 304
Loans made on sale of real estate owned
$ 37
$ 95
See accompanying notes to condensed consolidated
financial statements.
7
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2021
(unaudited)
The Kentucky First Federal Bancorp (“Kentucky
First” or the “Company”) was incorporated under federal law in March 2005, and is the mid-tier holding company for First
Federal Savings and Loan Association of Hazard, Hazard, Kentucky (“First Federal of Hazard”) and Frankfort First Bancorp,
Inc. (“Frankfort First”). Frankfort First is the holding company for First Federal Savings Bank of Kentucky, Frankfort, Kentucky
(“First Federal of Kentucky”). First Federal of Hazard and First Federal of Kentucky (hereinafter collectively the “Banks”)
are Kentucky First’s primary operations, which consist of operating the Banks as two independent, community-oriented savings institutions.
In December 2012, the Company acquired CKF Bancorp,
Inc., a savings and loan holding company which operated three banking locations in Boyle and Garrard Counties in Kentucky. In accounting
for the transaction, the assets and liabilities of CKF Bancorp were recorded on the books of First Federal of Kentucky in accordance with
accounting standard ASC 805, Business Combinations.
1. Basis of Presentation
The accompanying unaudited condensed consolidated
financial statements, which represent the condensed consolidated balance sheets and results of operations of the Company, were prepared
in accordance with the instructions for Form 10-Q and, therefore, do not include information or footnotes necessary for a complete presentation
of financial position, results of operations and cash flows in conformity with U.S. generally accepted accounting principles. However,
in the opinion of management, all adjustments (consisting of only normal recurring adjustments) which are necessary for a fair presentation
of the condensed consolidated financial statements have been included. The results of operations for the nine-month period ended March
31, 2021, are not necessarily indicative of the results which may be expected for an entire fiscal year. The condensed consolidated balance
sheet as of June 30, 2020 has been derived from the audited consolidated balance sheet as of that date. Certain information and note disclosures
normally included in the Company’s annual financial statements prepared in accordance with U.S. generally accepted accounting principles
have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the consolidated
financial statements and notes thereto included in the Company’s Form 10-K annual report for 2020 filed with the Securities and
Exchange Commission.
Principles of Consolidation - The
consolidated financial statements include the accounts of the Company, Frankfort First, and its wholly-owned banking subsidiaries, First
Federal of Hazard and First Federal of Kentucky (collectively hereinafter “the Banks”). All intercompany transactions and
balances have been eliminated in consolidation.
8
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
1. Basis of Presentation (continued)
New Accounting Standards
FASB ASC 326 - In June 2016, the
FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The
final standard will change estimates for credit losses related to financial assets measured at amortized cost such as loans, held-to-maturity
debt securities, and certain other contracts. For estimating credit losses, the FASB is replacing the incurred loss model with an expected
loss model, which is referred to as the current expected credit loss (CECL) model. The Company will now use forward-looking information
to enhance its credit loss estimates. The amendment requires enhanced disclosures to aid investors and other users of financial statements
to better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting
standards of our portfolio. The largest impact to the Company will be on its allowance for loan and lease losses, although the ASU also
amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration.
The standard is effective for public companies for annual periods and interim periods within those annual periods beginning after December
15, 2019. However, the FASB has delayed the implementation of the ASU for smaller reporting companies until years beginning after December
15, 2022, or in the Company’s case the fiscal year beginning July 1, 2023. ASU 2016-13 will be applied through a cumulative
effect adjustment to retained earnings (modified-retrospective approach), except for debt securities for which an other-than-temporary
impairment had been recognized before the effective date. A prospective transition approach is required for these debt securities. We
have formed a functional committee that is assessing our data and system needs and are evaluating the impact of adopting the new guidance.
We expect to recognize a one-time cumulative effect adjustment to the allowance for loan losses as of the beginning of the first reporting
period in which the new standard is effective, but cannot yet determine the magnitude of any such one-time adjustment or the overall impact
of the new guidance on the consolidated financial statements. However, the Company does expect ASU 2016-13 to add complexity and costs
to its current credit loss evaluation process.
FASB ASC 820 – In August 2018,
the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) Disclosure Framework-Changes to the Disclosure Requirements for
Fair Value Measurement. This guidance reduces the level of detail surrounding the processes used by the Company in determining the
fair value of some of its assets. The Company adopted this ASU effective July 1, 2020, with no material impact to the financial statements.
FASB ASC 740– In December
2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes. The amendments in this
ASU removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income
taxes during interim periods. The ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for
tax goodwill and allocating taxes to members of a consolidated group. For public business entities, the amendments in this ASU are effective
for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, or July 1, 2021, with respect to the
Company. Early adoption is permitted. We do not anticipate a significant impact to our consolidated financial statements.
Other accounting standards that have been issued
or proposed by the FASB or other standards-setting bodies are not expected to have a material impact on the Company’s financial
position, results of operations or cash flows.
9
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
2. Earnings Per Share
Diluted earnings per share is computed taking
into consideration common shares outstanding and dilutive potential common shares to be issued or released under the Company’s share-based
compensation plans. The factors used in the basic and diluted earnings per share computations follow:
Nine months ended
March 31,
Three months ended
March 31,
(in thousands)
2021
2020
2021
2020
Net income allocated to common shareholders, basic and diluted
$ 1,128
$ 722
$ 473
$ 240
Nine months ended
March 31,
Three months ended
March 31,
2021
2020
2021
2020
Weighted average common shares outstanding, basic and diluted
8,217,654
8,259,807
8,211,789
8,246,574
There were no stock option shares outstanding
for the nine- or three-month periods ended March 31, 2021 and 2020.
3. Investment Securities
The following table summarizes the amortized cost
and fair value of securities available-for-sale and securities held-to-maturity at March 31, 2021 and June 30, 2020, the corresponding
amounts of gross unrealized gains recognized in accumulated other comprehensive income and gross unrecognized gains and losses:
March 31, 2021
(in thousands)
Amortized
cost
Gross
unrealized/ unrecognized
gains
Gross
unrealized/ unrecognized
losses
Estimated
fair value
Available-for-sale Securities
Agency mortgage-backed: residential
$ 33
$ –
$ –
$ 33
Held-to-maturity Securities
Agency mortgage-backed: residential
$ 491
$ 20
$ 3
$ 508
June 30, 2020
(in thousands)
Amortized
cost
Gross
unrealized/ unrecognized
gains
Gross
unrealized/ unrecognized
losses
Estimated
fair value
Available-for-sale Securities
Agency bonds
$ 500
$ 3
$ –
$ 503
Agency mortgage-backed: residential
38
–
–
38
$ 538
$ 3
$ –
$ 541
Held-to-maturity Securities
Agency mortgage-backed: residential
$ 598
$ 16
$ 3
$ 611
10
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
3. Investment Securities (continued)
Our pledged securities (including overnight and
time deposits in other financial institutions) totaled $1.8 million and $1.9 million at March 31, 2021 and June 30, 2020, respectively.
We evaluated securities in unrealized loss positions
for evidence of other-than-temporary impairment, considering duration, severity, financial condition of the issuer, our intention to sell
or requirement to sell. Those securities were agency mortgage-backed securities, which carry a very limited amount of risk. Also, we have
no intention to sell nor feel that we will be compelled to sell such securities before maturity. Based on our evaluation, no impairment
has been recognized through earnings.
4. Loans receivable
The composition of the loan portfolio was as follows:
March 31,
June 30,
(in thousands)
2021
2020
Residential real estate
One- to four-family
$ 222,878
$ 222,489
Multi-family
19,773
12,373
Construction
5,959
4,045
Land
1,286
765
Farm
2,217
2,354
Nonresidential real estate
37,884
33,503
Commercial nonmortgage
2,082
2,214
Consumer and other:
Loans on deposits
1,126
1,245
Home equity
7,004
7,645
Automobile
75
67
Unsecured
528
675
300,812
287,375
Allowance for loan losses
(1,622 )
(1,488 )
$ 299,190
$ 285,887
11
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
The following table presents the activity in the
allowance for loan losses by portfolio segment for the nine months ended March 31, 2021:
(in thousands)
Beginning balance
Provision for loan losses
Loans charged off
Recoveries
Ending balance
Residential real estate:
One- to four-family
$ 671
$ (3 )
$ (23 )
$ –
$ 645
Multi-family
184
96
–
–
280
Construction
6
3
–
–
9
Land
1
1
–
–
2
Farm
4
--
–
–
4
Nonresidential real estate
405
61
–
–
466
Commercial nonmortgage
3
--
–
–
3
Consumer and other:
Loans on deposits
2
–
–
–
2
Home equity
11
37
(45 )
7
10
Automobile
–
–
–
–
–
Unsecured
1
(3 )
–
3
1
Unallocated
200
–
–
–
200
Totals
$ 1,488
$ 192
$ (68 )
$ 10
$ 1,622
The following table presents the activity in the
allowance for loan losses by portfolio segment for the three months ended March 31, 2021:
(in thousands)
Beginning
balance
Provision
for loan losses
Loans
charged off
Recoveries
Ending
balance
Residential real estate:
One- to four-family
$ 647
$ (2 )
$ --
$ –
$ 645
Multi-family
277
3
–
–
280
Construction
6
3
–
–
9
Land
2
--
–
–
2
Farm
5
(1 )
–
–
4
Nonresidential real estate
469
(3 )
–
–
466
Commercial nonmortgage
2
1
–
–
3
Consumer and other:
Loans on deposits
2
--
–
–
2
Home equity
11
(1 )
–
–
10
Automobile
–
–
–
–
–
Unsecured
1
--
–
--
1
Unallocated
200
–
–
–
200
Totals
$ 1,622
$ --
$ --
$ --
$ 1,622
12
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
The following table presents the activity in the
allowance for loan losses by portfolio segment for the nine months ended March 31, 2020:
(in thousands)
Beginning
balance
Provision
for loan losses
Loans
charged off
Recoveries
Ending
balance
Residential real estate:
One- to four-family
$ 685
$ 59
$ (65 )
$ 1
$ 680
Multi-family
200
(31 )
–
–
169
Construction
6
1
–
–
7
Land
1
1
–
–
2
Farm
6
(2 )
–
–
4
Nonresidential real estate
336
32
–
–
368
Commercial nonmortgage
5
(2 )
–
–
3
Consumer and other:
Loans on deposits
3
(1 )
–
–
2
Home equity
14
(2 )
–
–
12
Automobile
–
8
(8 )
–
–
Unsecured
–
1
–
–
1
Unallocated
200
–
–
–
200
Totals
$ 1,456
$ 64
$ (73 )
$ 1
$ 1,448
The following table presents the activity in the
allowance for loan losses by portfolio segment for the three months ended March 31, 2020:
(in thousands)
Beginning
balance
Provision
for loan losses
Loans
charged off
Recoveries
Ending
balance
Residential real estate:
One- to four-family
$ 684
$ (5 )
$ –
$ 1
$ 680
Multi-family
172
(3 )
–
–
169
Construction
6
1
–
–
7
Land
2
--
–
–
2
Farm
4
--
–
–
4
Nonresidential real estate
361
7
–
–
368
Commercial nonmortgage
4
(1 )
–
–
3
Consumer and other:
Loans on deposits
2
–
–
–
2
Home equity
11
1
–
–
12
Automobile
–
--
--
–
–
Unsecured
1
--
–
–
1
Unallocated
200
–
–
–
200
Totals
$ 1,447
$ --
$ --
$ 1
$ 1,448
13
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
The following table presents the balance in the
allowance for loan losses and the recorded investment in loans by portfolio class and based on impairment method as of March 31, 2021.
The recorded investment in loans excludes accrued interest receivable due to immateriality.
March 31, 2021:
(in thousands)
Loans
individually evaluated
Loans
acquired with deteriorated credit quality
Unpaid
principal balance
and recorded investment
Ending
allowance attributed to loans
Unallocated
allowance
Total
allowance
Loans individually evaluated for impairment:
Residential real estate:
One- to four-family
$ 3,903
$ 667
$ 4,570
$ –
$ –
$ –
Multi-family
652
–
652
–
–
–
Farm
290
–
290
–
–
–
Nonresidential real estate
636
–
636
–
–
–
Consumer:
Unsecured
17
--
17
--
--
--
5,498
667
6,165
–
–
–
Loans collectively evaluated for impairment:
Residential real estate:
One- to four-family
$ 218,308
$ 645
$ –
$ 645
Multi-family
19,121
280
–
280
Construction
5,959
9
–
9
Land
1,286
2
–
2
Farm
1,927
4
–
4
Nonresidential real estate
37,248
466
–
466
Commercial nonmortgage
2,082
3
–
3
Consumer:
Loans on deposits
1,126
2
–
2
Home equity
7,004
10
–
10
Automobile
75
–
–
–
Unsecured
511
1
–
1
Unallocated
–
–
200
200
294,647
1,422
200
1,622
$ 300,812
$ 1,422
$ 200
$ 1,622
14
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
The following tables present the balance in the
allowance for loan losses and the recorded investment in loans by portfolio class and based on impairment method as of June 30, 2020.
June 30, 2020:
(in thousands)
Loans individually
evaluated
Loans acquired with
deteriorated credit quality
Unpaid principal
balance
and recorded investment
Ending allowance
attributed to loans
Unallocated allowance
Total allowance
Loans individually evaluated for impairment:
Residential real estate:
One- to four-family
$ 3,983
$ 751
$ 4,734
$ –
$ –
$ –
Multi-family
671
–
671
–
–
–
Construction
63
–
63
–
–
–
Farm
309
–
309
–
–
–
Nonresidential real estate
660
–
660
–
–
–
5,686
751
6,437
–
–
–
Loans collectively evaluated for impairment:
Residential real estate:
One- to four-family
$ 217,755
$ 671
$ –
$ 671
Multi-family
11,702
184
–
184
Construction
3,982
6
–
6
Land
765
1
–
1
Farm
2,045
4
–
4
Nonresidential real estate
32,843
405
–
405
Commercial nonmortgage
2,214
3
–
3
Consumer:
Loans on deposits
1,245
2
–
2
Home equity
7,645
11
–
11
Automobile
67
–
–
–
Unsecured
675
1
–
1
Unallocated
–
–
200
200
280,938
1,288
200
1,488
$ 287,375
$ 1,288
$ 200
$ 1,488
15
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
The following table presents interest income
on loans individually evaluated for impairment by class of loans for the nine months ended March 31:
(in thousands)
Average
Recorded
Investment
Interest
Income
Recognized
Cash
Basis
Income
Recognized
Average
Recorded
Investment
Interest
Income
Recognized
Cash
Basis
Income
Recognized
2021
2020
With no related allowance recorded:
One- to four-family
$ 3,941
$ 120
$ 120
$ 3,866
$ 74
$ 74
Multi-family
662
18
18
681
25
25
Construction
32
–
–
–
–
–
Farm
300
23
23
310
11
11
Nonresidential real estate
648
24
24
698
23
23
Consumer and other
9
--
--
--
--
--
Purchased credit-impaired
loans
709
40
40
859
60
60
6,301
225
225
6,413
193
193
With an allowance recorded:
One- to four-family
–
–
–
–
–
–
$ 6,301
$ 225
$ 225
$ 6,413
$ 193
$ 193
The following table presents interest income
on loans individually evaluated for impairment by class of loans for the three months ended March 31:
(in thousands)
Average Recorded
Investment
Interest
Income
Recognized
Cash Basis Income
Recognized
Average Recorded
Investment
Interest
Income
Recognized
Cash Basis Income
Recognized
2021
2020
With no related allowance recorded:
Residential real estate:
One- to four-family
$ 3,971
$ 36
$ 36
$ 3,951
$ 12
$ 12
Multi-family
655
6
6
680
8
8
Farm
291
--
--
310
6
6
Nonresidential real estate
641
17
17
717
9
9
Consumer and other
9
--
--
--
--
--
Purchased credit-impaired
loans
676
16
16
846
25
25
6,243
75
75
6,503
60
60
With an allowance recorded:
One- to four-family
–
–
–
–
–
–
$ 6,243
$ 75
$ 75
$ 6,503
$ 60
$ 60
16
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
The following table presents the recorded investment
in nonaccrual and loans past due over 90 days still on accrual by class of loans as of March 31, 2021 and June 30, 2020:
March 31, 2021
June 30, 2020
(in thousands)
Nonaccrual
Loans
Past Due Over
90 Days Still
Accruing
Nonaccrual
Loans
Past Due Over
90 Days Still
Accruing
Residential real estate:
One- to four-family residential
real estate
$ 4,339
$ 248
$ 4,458
$ 1,135
Multifamily
652
–
671
–
Construction
--
–
63
–
Farm
290
–
309
–
Nonresidential real estate and land
636
–
660
–
Commercial and industrial
–
–
4
–
Consumer
22
19
95
–
$ 5,939
$ 267
$ 6,260
$ 1,135
One- to four-family loans in process of foreclosure
totaled $649,000 and $694,000 at March 31, 2021 and June 30, 2020, respectively.
Troubled Debt Restructurings:
A Troubled Debt Restructuring (“TDR”)
is the situation where the Bank grants a concession to the borrower that the Banks would not otherwise have considered due to the borrower’s
financial difficulties. All TDRs are considered “impaired.”
The provisions of the CARES Act included an
election to not apply the guidance on accounting for troubled debt restructurings to loan modifications, such as extensions or
deferrals, related to COVID-19 made between March 1, 2020 and the earlier of (i) March 31, 2021 or (ii) 60 days after the end of the
COVID-19 national emergency. The relief can only be applied to modifications for borrowers that were not more than 30 days past due
as of December 31, 2019. In December 2020, Congress amended the CARES Act through the Consolidated Appropriation Act of 2021, which
provided additional COVID-19 relief to American families and businesses, including extending TDR relief under the CARES Act until
the earlier of December 31, 2021 or 60 days following the termination of the national emergency. The Company elected to adopt these
provisions of the CARES Act. As of March 31, 2021, the Banks had granted deferrals to 101 loans totaling $18.4 million. One
borrower who owed $859,000 at March 31, 2021, had been granted an additional extension and returned to normal payment status in
April 2021. All other borrowers granted a deferral, composed of 100 loans totaling $17.5 million in principal had resumed regular
payments at March 31, 2021.
At March 31, 2021 and June 30, 2020, the Company
had $1.9 million and $1.9 million of loans classified as TDRs, respectively. Of the TDRs at March 31, 2021, approximately 29.4% were
related to the borrower’s completion of Chapter 7 bankruptcy proceedings with no reaffirmation of the debt to the Banks.
During the nine months ended March 31, 2021,
the Company had two loans, which were associated with a single borrower and were both secured by a single-family residence, restructured
as TDRs. The loans were classified as TDRs pursuant to court action under Chapter 7 bankruptcy proceedings without the borrower reaffirming
the debt personally, and totaled $143,000 at March 31, 2021, and were current on payments as of that date.
17
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
During the nine months ended March 31, 2020,
the Company had three loans restructured as TDRs. One borrower refinanced a piece of one- to four-family, non-owner occupied, residential
property to bring to current amounts owed on other loans with the Bank. Because the borrower’s financial condition had deteriorated,
it was unlikely that the borrower could have secured financing elsewhere. The restructured loan is collateralized and cross-collateralized
by real estate. Another single-family residential borrower filed for Chapter 7 bankruptcy protection and did not reaffirm the debt personally,
although the Company’s collateral position remains intact. Finally, a first and second mortgage on an 8-plex were refinanced into
a single loan with a slightly extended maturity term and a lower interest rate, which was consistent with similarly-priced comparable
loans at the time of refinance.
The following table summarizes TDR loan modifications
that occurred during the nine months ended March 31, 2021 and 2020, and their performance, by modification type:
(in thousands)
Troubled Debt
Restructurings
Performing to
Modified
Terms
Troubled Debt
Restructurings
Not
Performing to
Modified
Terms
Total
Troubled Debt
Restructurings
Nine months ended March 31, 2021
Residential real estate:
Chapter 7 bankruptcy
$ 143
$ –
$ 143
Nine months ended March 31, 2020
Residential real estate:
Terms extended
$ 677
$ –
$ 677
Terms extended and additional funds advanced
$ 119
$ –
$ 119
Chapter 7 bankruptcy
$ 21
$ –
$ 21
No TDRs defaulted during the nine-month periods
ended March 31, 2021 or 2020.
There were no TDR loan modifications that occurred
during the three months ended March 31, 2021 and 2020.
18
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
The following table presents the aging of the
principal balance outstanding in past due loans as of March 31, 2021, by class of loans:
(in thousands)
30-89 Days
Past Due
90 Days or
Greater
Past Due
Total Past
Due
Loans Not
Past Due
Total
Residential real estate:
One-to four-family
$ 2,162
$ 1,582
$ 3,744
$ 219,134
$ 222,878
Multi-family
–
–
–
19,773
19,773
Construction
--
--
--
5,959
5,959
Land
–
–
–
1,286
1,286
Farm
102
–
102
2,115
2,217
Nonresidential real estate
99
245
344
37,540
37,884
Commercial non-mortgage
–
–
–
2,082
2,082
Consumer and other:
Loans on deposits
–
–
–
1,126
1,126
Home equity
176
19
195
6,809
7,004
Automobile
--
–
--
75
75
Unsecured
76
–
76
452
528
Total
$ 2,615
$ 1,846
$ 4,461
$ 296,351
$ 300,812
The following tables present the aging of the
principal balance outstanding in past due loans as of June 30, 2020, by class of loans:
(in thousands)
30-89 Days
Past Due
90 Days or
Greater
Past Due
Total Past
Due
Loans Not
Past Due
Total
Residential real estate:
One-to four-family
$ 2,546
$ 2,670
$ 5,216
$ 217,273
$ 222,489
Multi-family
–
–
–
12,373
12,373
Construction
192
63
255
3,790
4,045
Land
–
–
–
765
765
Farm
107
309
416
1,938
2,354
Nonresidential real estate
57
253
310
33,193
33,503
Commercial nonmortgage
–
–
–
2,214
2,214
Consumer:
Loans on deposits
–
–
–
1,245
1,245
Home equity
255
90
345
7,300
7,645
Automobile
–
–
–
67
67
Unsecured
–
–
–
675
675
Total
$ 3,157
$ 3,385
$ 6,542
$ 280,833
$ 287,375
19
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
Credit Quality Indicators:
The Company categorizes loans into risk categories
based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical
payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes
loans individually by classifying the loans as to credit risk. This analysis is performed on an annual basis. The Company uses the following
definitions for risk ratings:
Special Mention. Loans classified
as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses
may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date.
Substandard. Loans classified
as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if
any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized
by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.
Doubtful. Loans classified as
doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make
collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable.
Loans not meeting the criteria above that are
analyzed individually as part of the above-described process are considered to be pass rated loans. Loans listed that are not rated are
included in groups of homogeneous loans and are evaluated for credit quality based on performing status. See the aging of past due loan
table above. As of March 31, 2021, and based on the most recent analysis performed, the risk category of loans by class of loans is as
follows:
(in thousands)
Pass
Special
Mention
Substandard
Doubtful
Residential real estate:
One- to four-family
$ 215,885
$ 677
$ 6,316
$ –
Multi-family
19,121
–
652
–
Construction
5,959
–
--
–
Land
1,286
–
–
–
Farm
1,927
–
290
–
Nonresidential real estate
35,861
931
1,092
–
Commercial nonmortgage
2,082
–
–
–
Consumer:
Loans on deposits
1,126
–
–
–
Home equity
6,929
40
35
–
Automobile
75
–
–
–
Unsecured
522
–
6
–
$ 290,773
$ 1,648
$ 8,391
$ –
20
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
At June 30, 2020, the risk category of loans
by class of loans was as follows:
(in thousands)
Pass
Special
Mention
Substandard
Doubtful
Residential real estate:
One- to four-family
$ 215,010
$ 742
$ 6,737
$ –
Multi-family
11,702
–
671
–
Construction
3,982
–
63
–
Land
765
–
–
–
Farm
2,045
–
309
–
Nonresidential real estate
31,529
939
1,035
–
Commercial nonmortgage
2,188
–
26
–
Consumer:
Loans on deposits
1,245
–
–
–
Home equity
7,505
39
101
–
Automobile
67
–
–
–
Unsecured
670
–
5
–
$ 276,708
$ 1,720
$ 8,947
$ –
Purchased Credit Impaired Loans:
The Company purchased loans during fiscal year
2013 for which there was, at acquisition, evidence of deterioration of credit quality since origination and it was probable, at acquisition,
that all contractually required payments would not be collected. The carrying amount of those loans, net of a purchase credit discount
of $351,000 and $351,000 at March 31, 2021 and June 30, 2020, respectively, is as follows:
(in thousands)
March 31,
2021
June 30,
2020
One- to four-family residential real estate
$ 667
$ 751
21
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
4. Loans receivable (continued)
Accretable yield, or income expected to be collected,
is as follows:
(in thousands)
Nine months
ended
March 31,
2021
Twelve months
ended
June 30,
2020
Balance at beginning of period
$ 447
$ 544
Accretion of income
(43 )
(97 )
Disposals, net of recoveries
–
–
Balance at end of period
$ 404
$ 447
For those purchased loans disclosed above, the
Company made no increase in allowance for loan losses for the year ended June 30, 2020, nor for the nine-month period ended March 31,
2021. Neither were any allowance for loan losses reversed during those periods.
5. Disclosures About Fair Value of Assets
and Liabilities
ASC topic 820 defines fair value as the price
that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants (exit price)
at the measurement date. ASC topic 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable
inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes six levels of inputs that may be
used to measure fair value:
Level 1 – Quoted prices
in active markets for identical assets or liabilities.
Level 2 – Observable inputs
other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in active markets that are not active;
or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or
liabilities.
Level 3 – Unobservable
inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
Following is a description of the valuation methodologies
used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.
Securities
Where quoted market prices are available in an
active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair
values are estimated by using pricing models, quoted prices of securities with similar characteristics. Level 2 securities include agency
mortgage-backed securities and agency bonds.
22
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
5. Disclosures About Fair Value of Assets
and Liabilities (continued)
Impaired Loans
At the time a loan is considered impaired, it
is evaluated for loss based on the fair value of collateral securing the loan if the loan is collateral dependent. If a loss is identified,
a specific allocation will be established as part of the allowance for loan losses such that the loan’s net carrying value is at
its estimated fair value. Impaired loans carried at fair value generally receive specific allocations of the allowance for loan losses.
For collateral-dependent loans, fair value is commonly based on recent real estate appraisals. These appraisals may utilize a single
valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made
in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available.
Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value. Non-real
estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted
or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s
expertise and knowledge of the client and client’s business, resulting in a Level 3 fair value classification. Impaired loans are
evaluated on a quarterly basis for additional impairment and adjusted accordingly.
Other Real Estate
Assets acquired through or instead of loan foreclosure
are initially recorded at fair value less costs to sell when acquired, establishing a new cost basis. These assets are subsequently accounted
for at lower of cost or fair value less estimated costs to sell. Fair value is commonly based on recent real estate appraisals. These
appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach.
Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable
sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of the inputs
for determining fair value.
Financial assets measured at fair value on a
recurring basis are summarized below:
Fair Value Measurements Using
(in thousands)
Fair Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
March 31, 2021
Agency mortgage-backed: residential
$ 33
$ –
$ 33
$ –
June 30, 2020
Agency bonds
$ 503
$ –
$ 503
$ –
Agency mortgage-backed: residential
38
–
38
–
$ 541
$ –
$ 541
$ –
23
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
5. Disclosures About Fair Value of Assets
and Liabilities (continued)
Assets measured at fair value on a non-recurring
basis are summarized below:
Fair Value Measurements Using
(in thousands)
Fair Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
June 30, 2020
Other real estate owned, net
One- to four-family
$ 465
$ –
$ –
$ 465
There were no impaired loans, which were measured
using the fair value of the collateral for collateral-dependent loans, at March 31, 2021, or at June 30, 2020. Amounts charged off related
to the resolution of impaired loans were $45,000 for the nine-month period ended March 31, 2021 and $9,000 off for the nine-month period
ended March 31, 2020.
Other real estate owned (“OREO”)
was written down $19,000 and $0 during the nine- and three-months ended March 31, 2020. One single-family residential property, which
was held as OREO and was written down by $19,000 during the nine months ended March 31, 2021, was sold during the period. There was no
OREO measured at fair value less costs to sell at March 31, 2021.
The following table presents quantitative information
about Level 3 fair value measurements for financial instruments measured at fair value on a non-recurring basis at June 30, 2020:
Range
Fair Value
Valuation
Unobservable
(Weighted
(in thousands)
Technique(s)
Input(s)
Average)
Foreclosed and repossessed assets:
One- to four-family
$ 465
Sales comparison approach
Adjustments for differences between
comparable sales
-2.7% to 41.2% (20.4%)
24
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
5. Disclosures About Fair Value of Assets
and Liabilities (continued)
The following is a disclosure of the fair value
of financial instruments, both assets and liabilities, whether or not recognized in the consolidated balance sheet, for which it is practicable
to estimate that value. For financial instruments where quoted market prices are not available, fair values are based on estimates using
present value and other valuation methods.
The methods used are greatly affected by the
assumptions applied, including the discount rate and estimates of future cash flows. Therefore, the fair values presented may not represent
amounts that could be realized in an exchange for certain financial instruments.
Based on the foregoing methods and assumptions,
the carrying value and fair value of the Company’s financial instruments at March 31, 2021 and June 30, 2020 are as follows:
Fair Value Measurements at
Carrying
March 31, 2021 Using
(in thousands)
Value
Level 1
Level 2
Level 3
Total
Financial assets
Cash and cash equivalents
$ 14,767
$ 14,767
$ 14,767
Time deposits in other financial institutions
247
249
249
Available-for-sale securities
33
$ 33
33
Held-to-maturity securities
491
508
508
Loans held for sale
1,261
$ 1,310
1,310
Loans receivable - net
299,190
309,608
309,608
Federal Home Loan Bank stock
6,498
n/a
Accrued interest receivable
727
727
727
Financial liabilities
Deposits
$ 225,543
$ 101,627
$ 124,445
226,072
Federal Home Loan Bank advances
53,193
53,692
53,692
Advances by borrowers for taxes and insurance
560
560
560
Accrued interest payable
25
25
25
Fair Value Measurements at
Carrying
June 30, 2020 Using
(in thousands)
Value
Level 1
Level 2
Level 3
Total
Financial assets
Cash and cash equivalents
$ 13,702
$ 13,702
$ 13,702
Term deposits in other financial institutions
2,229
2,252
2,252
Available-for-sale securities
541
$ 541
541
Held-to-maturity securities
598
611
611
Loans held for sale
667
685
685
Loans receivable – net
285,887
$ 295,431
295,431
Federal Home Loan Bank stock
6,498
n/a
Accrued interest receivable
830
830
830
Financial liabilities
Deposits
$ 212,273
$ 78,118
$ 135,000
$ 213,118
Federal Home Loan Bank advances
54,715
55,416
55,416
Advances by borrowers for taxes and insurance
800
800
800
Accrued interest payable
27
27
27
25
Kentucky First Federal Bancorp
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
March 31, 2021
(unaudited)
6. Other Comprehensive Income (Loss)
The Company’s other comprehensive income
is comprised solely of unrealized gains and losses on available-for-sale securities. The following is a summary of the accumulated other
comprehensive income balances, net of tax:
Nine months ended
March 31,
2021
Beginning balance
$ 2
Current year change
(2 )
Ending balance
$ –
Other comprehensive income (loss) components
and related tax effects for the periods indicated were as follows:
Nine months ended
March 31,
(in thousands)
2021
2020
Unrealized holding gains (losses) on available-for-sale securities
$ (3 )
$ --
Tax effect
1
–
Net-of-tax amount
$ (2 )
$ --
Three months ended
March 31,
(in thousands)
2021
2020
Unrealized holding gains (losses) on available-for-sale securities
$ --
$ 1
Tax effect
--
–
Net-of-tax amount
$ --
$ 1
26
Kentucky First Federal Bancorp
ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Forward-Looking Statements
Certain statements contained in this report that
are not historical facts are forward-looking statements that are subject to certain risks and uncertainties. When used herein, the terms
“anticipates,” “plans,” “expects,” “believes,” and similar expressions as they relate
to Kentucky First Federal Bancorp or its management are intended to identify such forward-looking statements. Kentucky First Federal
Bancorp’s actual results, performance or achievements may materially differ from those expressed or implied in the forward-looking
statements. Risks and uncertainties that could cause or contribute to such material differences include, but are not limited to, general
economic conditions, prices for real estate in the Company’s market areas, interest rate environment, competitive conditions in
the financial services industry, changes in law, governmental policies and regulations, rapidly changing technology affecting financial
services, the potential effects of the COVID-19 pandemic on the local and national economic environment, on our customers and on our
operations (as well as any changes to federal, state and local government laws, regulations and orders in connection with the pandemic),
and the other matters mentioned in Item 1A of the Company’s Annual Report on Form 10-K for the year ended June 30, 2020. Except
as required by applicable law or regulation, the Company does not undertake the responsibility, and specifically disclaims any obligation,
to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances
after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.
27
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Average Balance Sheets
The following table represents the average balance
sheets for the nine month periods ended March 31, 2021 and 2020, along with the related calculations of tax-equivalent net interest income,
net interest margin and net interest spread for the related periods.
Nine Months Ended March 31,
2021
2020
Average
Balance
Interest
And
Dividends
Yield/
Cost
Average
Balance
Interest
And
Dividends
Yield/
Cost
(Dollars in thousands)
Interest-earning assets:
Loans 1
$ 294,765
$ 8,835
4.00 %
$ 282,101
$ 9,401
4.44 %
Mortgage-backed securities
586
11
2.50
727
17
3.12
Other securities
132
3
3.03
725
14
2.58
Other interest-earning assets
21,646
122
0.75
21,992
364
2.21
Total interest-earning assets
317,129
8,971
3.77
305,545
9,796
4.27
Less: Allowance for loan losses
(1,552 )
(1,445 )
Non-interest-earning assets
12,234
26,080
Total assets
$ 327,811
$ 330,180
Interest-bearing liabilities:
Demand deposits
$ 17,871
$ 23
0.17 %
$ 13,982
$ 16
0.15 %
Savings
62,674
194
0.41
50,331
154
0.41
Certificates of deposit
128,343
1,110
1.15
130,379
1,654
1.69
Total deposits
208,888
1,327
0.85
194,692
1,824
1.25
Borrowings
55,160
333
0.81
61,176
927
2.02
Total interest-bearing liabilities
264,048
1,660
0.84
255,868
2,751
1.43
Noninterest-bearing demand deposits
9,817
6,430
Noninterest-bearing liabilities
2,035
1,844
Total liabilities
275,900
264,142
Shareholders’ equity
51,911
66,038
Total liabilities and shareholders’ equity
$ 327,811
$ 330,180
Net interest spread
$ 7,311
2.93 %
$ 7,045
2.84 %
Net interest margin
3.07 %
3.07 %
Average interest-earning assets to average interest-bearing liabilities
120.10 %
119.42 %
1
Includes loan fees, immaterial
in amount, in both interest income and the calculation of yield on loans. Also includes loans on nonaccrual status.
28
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Average Balance Sheets
The following table represents the average balance
sheets for the three-month periods ended March 31, 2021 and 2020, along with the related calculations of tax-equivalent net interest
income, net interest margin and net interest spread for the related periods.
Three Months Ended March 31,
2021
2020
Average
Balance
Interest
And
Dividends
Yield/
Cost
Average
Balance
Interest
And
Dividends
Yield/
Cost
(Dollars in thousands)
Interest-earning assets:
Loans 1
$ 298,828
$ 2,899
3.88 %
$ 281,881
$ 3,104
4.41 %
Mortgage-backed securities
550
3
2.18
678
6
3.54
Other securities
--
--
--
504
3
2.38
Other interest-earning assets
22,270
38
0.68
22,573
92
1.63
Total interest-earning assets
321,648
2,940
3.66
305,636
3,205
4.20
Less: Allowance for loan losses
(1,622 )
(1,448 )
Non-interest-earning assets
11,619
26,009
Total assets
$ 331,645
$ 330,197
Interest-bearing liabilities:
Demand deposits
$ 18,567
$ 8
0.17 %
$ 13,532
$ 5
0.15 %
Savings
67,532
69
0.41
50,021
51
0.41
Certificates of deposit
123,975
310
1.00
134,874
572
1.70
Total deposits
210,074
387
0.74
198,427
628
1.27
Borrowings
56,998
105
0.74
57,304
254
1.77
Total interest-bearing liabilities
267,072
492
0.74
255,731
882
1.38
Noninterest-bearing demand deposits
11,181
7,068
Noninterest-bearing liabilities
1,586
1,586
Total liabilities
279,839
264,385
Shareholders’ equity
51,806
65,812
Total liabilities and shareholders’ equity
$ 331,645
$ 330,197
Net interest spread
$ 2,448
2.92 %
$ 2,323
2.82 %
Net interest margin
3.04 %
3.04 %
Average interest-earning assets to average interest-bearing liabilities
120.44 %
119.52 %
1
Includes loan fees, immaterial
in amount, in both interest income and the calculation of yield on loans. Also includes loans on nonaccrual status.
29
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Discussion of Financial Condition Changes
from June 30, 2020 to March 31, 2021
Risks and Uncertainties Related to COVID-19 -
In March 2020 the World Health Organization determined that the spread of a new coronavirus, COVID-19, had risen to such a level as to
constitute a worldwide pandemic. The spread of this virus has created a global public health crisis. Uncertainty related to the effects
of the virus have disrupted financial markets, activity in all aspects of life including governmental, business and consumer routines
and the markets in which the Company operates. In response to the crisis governmental authorities closed or limited the operations of
many non-essential businesses and required various responses from individuals including stay-at-home restrictions and social distancing.
These governmental restrictions, along with a fear of contracting the virus, have resulted in severe reduction of commercial and consumer
activity, which is resulting in loss of revenues by businesses, a dramatic spike in unemployment, material decreases in oil and gas prices
and in business valuations, disrupted global supply chains and market volatility.
Management continues to monitor the general impact
of COVID-19, as well as certain provisions of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act, enacted on
March 27, 2020, and other more recent legislative and regulatory relief efforts including the Consolidated Appropriations Act, 2021. Because
the impact is contingent upon the duration and severity of the economic downturn, management cannot determine or estimate the magnitude
of the impact at this time. While the pandemic has affected the physical operations of the Banks, the business has been mostly unchanged
with consistent levels of consumer transactions and loan originations. The potential for a deterioration in asset quality remains, but
actual asset quality has improved. Classified assets at March 31, 2021, totaled $8.5 million compared to $10.5 million at March 31, 2020.
Management attributes some of this improved performance to the overall strengthening in the residential real estate market. Approximately
95% of the Company’s loans are secured by residential real estate.
Business Continuity, Processes and Controls
As a financial institution, the Banks are considered
essential businesses and have remained open for business. We have implemented our pandemic preparedness plan and have maintained regular
business hours except for closing for business on Fridays at 4:30 p.m. We continue to offer customer service through drive-thru facilities,
automated teller machines, remote deposit capture and online and mobile banking applications. We are offering by-appointment options
for transactions requiring in-person contact while maintaining social distancing mandates and surface cleaning protocols. Our staff is
practicing recommended personal hygiene protocols and social distancing while working on premises. A small number of employees are working
remotely. We do not face current material resource constraints through the implementation of our pandemic preparedness plan and do not
anticipate incurring any material cost related to its implementation. We have not identified any material operational or internal control
challenges or risks, nor do we anticipate any significant challenges to our ability to maintain our systems and controls, related to
operational changes resulting from implementation of the pandemic preparedness plan.
30
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Discussion of Financial Condition Changes
from June 30, 2020 to March 31, 2021 (continued)
Financial Position and Results of Operations
Bank regulators have issued guidance and are
encouraging banks to work with customers affected by COVID-19. Accordingly, we have been actively working with borrowers affected by
COVID-19 by offering a payment deferral program providing for either a three-month interest-only period or a full payment deferral for
three months. While interest and fees will continue to accrue to income, under normal GAAP accounting if eventual credit losses on these
deferred payments emerge, interest and/or fee income accrued may need to be reversed. As a result, interest income in future periods
could be negatively impacted. At this time management anticipates that the deferral program will have an immaterial impact to the Company’s
financial condition and results of operation, while recognizing that a sustained negative economic impact from COVID-19 could change
this assessment, as borrowers’ ability to repay is impacted in future periods.
At March 31, 2021 the Company and the Banks were
considered well-capitalized with capital ratios in excess of regulatory requirements. However, an extended economic recession resulting
from the COVID-19 pandemic could adversely impact the Company’s and the Banks’ capital position and regulatory capital ratios
due to a potential increase in credit losses.
Lending Operations and Credit Risk
As noted herein the Company is working with its
borrowers who are negatively impacted by COVID-19 by offering a payment deferral program. As of March 31, 2021, we had borrowers with
101 loans avail themselves of our payment deferral program with a total principal balance of $18.4 million in loans modified. One borrower
with outstanding principal of $859,000 had been granted an additional extension and returned to regular paying status in April 2021.
All other borrowers granted a deferral, composed of 100 loans totaling $17.5 million in principal had resumed regular payments.
The CARES Act and subsequent Consolidated Appropriations
Act, 2021, includes a Paycheck Protection Program (“PPP”), which is administered by the Small Business Administration (“SBA”)
and is designed to aid small- and medium-sized businesses through federally-guaranteed loans disbursed through banks. These loans are
intended to provide eight weeks of payroll and other costs to assist those businesses to either remain open or to re-open quickly and
allow their workers to pay their bills. First Federal of Kentucky qualified as an SBA lender to assist the small business community in
securing this important funding. As of March 31, 2021, First Federal of Kentucky had approved and closed with the SBA 73 PPP loans representing
$2.6 million in funding. Of those loans a total of 28 loans aggregating $1.2 million had been repaid at the end of the period. It is our
understanding that loans funded through the PPP are fully guaranteed by the United States government. Should those circumstances change,
the bank could be required to increase its allowance for loan and lease losses related to these loans resulting in an increase in the
provision for loan and lease losses.
The Banks are prepared to continue to offer short-term
assistance in accordance with regulatory guidelines. Management continues to identify and monitor weaknesses in the loan portfolio resulting
from fallout from the pandemic. On a portfolio level, management continues to monitor aggregate exposures to highly sensitive segments
such as residential rental properties for changes in asset quality and payment performance. Management also monitors unfunded commitments
such as lines of credit and overdraft protection to determine liquidity and funding issues that may arise with our customers. If economic
conditions worsen, the Company could need to increase its required allowance for loan losses through additional provisions for loan losses.
It is possible that the Company’s asset quality metrics could be materially and adversely impacted in future periods, if the effects
of COVID-19 are prolonged.
31
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Discussion of Financial Condition Changes
from June 30, 2020 to March 31, 2021 (continued)
Assets: At March 31, 2021, the
Company’s assets totaled $332.6 million, an increase of $11.5 million, or 3.6%, from total assets at June 30, 2020. This increase
was attributed primarily to an increase in loans, net.
Cash and cash equivalents: Cash
and cash equivalents increased $1.1 million or 7.8% to $14.8 million at March 31, 2021. Most of the Company’s cash and cash equivalents
are held in interest-bearing demand deposits.
Time deposits in other financial institutions:
Time deposits in other financial institutions decreased by $2.0 million or 88.9% to $247,000 at March 31, 2021. As short-term
time deposits matured the funds were used to repay FHLB advances, reinvested at the highest earning level possible or simply carried
as interest-bearing demand deposits.
Investment securities: At March
31, 2021, our securities portfolio consisted of mortgage-backed securities. Investment securities decreased $615,000 or 54.0% to $524,000
at March 31, 2021.
Loans : Loans receivable,
net, increased by $13.3 million or 4.7% to $299.2 million at March 31, 2021. Management continues to look for high-quality loans to add
to its portfolio and will continue to emphasize loan originations to the extent that it is profitable, prudent and consistent with our
interest rate risk strategies.
Non-Performing and Classified Loans: At
March 31, 2021, the Company had non-performing loans (loans 90 or more days past due or on nonaccrual status) of approximately $6.2 million,
or 2.1% of total loans (including acquired loans), compared to $7.4 million or 2.6%, of total loans at June 30, 2020. The Company’s
allowance for loan losses totaled $1.6 million and $1.5 million at March 31, 2021 and June 30, 2020, respectively. The allowance for
loan losses at March 31, 2021, represented 26.1% of nonperforming loans and 0.5% of total loans (including acquired loans), while at
June 30, 2020, the allowance represented 20.1% of nonperforming loans and 0.5% of total loans.
The Company had $8.5 million in assets classified
as substandard for regulatory purposes at March 31, 2021, including loans ($8.4 million), loans acquired in the CKF Bancorp transaction
and real estate owned (“REO”) ($141,000.) Classified loans as a percentage of total loans (including loans acquired) was
2.8% and 3.1% at March 31, 2021 and June 30, 2020, respectively. Of substandard loans, 100.0% were secured by real estate on which the
Banks have priority lien position.
The table below shows the aggregate amounts of
our assets classified for regulatory purposes at the dates indicated:
(dollars in thousands)
March 31,
2021
June 30,
2020
Substandard assets
$ 8,532
$ 9,587
Doubtful assets
–
–
Loss assets
–
–
Total classified assets
$ 8,532
$ 9,587
At March 31, 2021, the Company’s real estate
acquired through foreclosure represented 1.7% of substandard assets compared to 6.7% at June 30, 2020. During the periods presented the
Company made one loan totaling $37,000 to facilitate the purchase of its other real estate owned by qualified buyers. Loans to facilitate
the sale of other real estate owned, which were included in substandard loans, totaled $44,000 and $23,000 at March 31, 2021 and June
30, 2020, respectively.
32
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Discussion of Financial Condition Changes
from June 30, 2020 to March 31, 2021 (continued)
The following table presents the aggregate carrying
value of REO at the dates indicated:
March 31, 2021
June 30, 2020
Number
of
Properties
Net
Carrying
Value
Number
of
Properties
Net
Carrying
Value
One- to four-family
3
$ 141
5
$ 640
Building lot
1
–
1
–
Total REO
4
$ 141
6
$ 640
At March 31, 2021 and June 30, 2020, the Company
had $1.6 million and $1.7 million of loans classified as special mention, respectively (including loans acquired in the CKF Bancorp transaction
on December 31, 2012). This category includes assets which do not currently expose us to a sufficient degree of risk to warrant classification,
but do possess credit deficiencies or potential weaknesses deserving our close attention.
Liabilities: Total liabilities increased
$11.5 million, or 4.3% to $280.7 million at March 31, 2021, primarily as a result of increases in deposits. Deposits increased $13.3 million
or 6.3% to $225.5 million at March 31, 2021, while advances decreased $1.5 million or 2.8% to $53.2 million at March 31, 2021.
Shareholders’ Equity: At
March 31, 2021, the Company’s shareholders’ equity totaled $51.9 million, a decrease of $21,000 or 0.0% from the June 30,
2020 total. The change in shareholders’ equity was primarily associated with common shares purchased by the Company to hold as
treasury shares, and net profits for the period less dividends paid on common stock.
The Company paid dividends of $1.0 million or
92.2% of net income for the nine-month period just ended. On July 7, 2020, the members of First Federal MHC again approved a dividend
waiver on annual dividends of up to $0.40 per share of Kentucky First Federal Bancorp common stock. The Board of Directors of First Federal
MHC applied for approval of another waiver. The Federal Reserve Bank of Cleveland has notified the Company that it did not object to
the waiver of dividends paid by the Company to First Federal MHC, and, as a result, First Federal MHC will be permitted to waive the
receipt of dividends for quarterly dividends up to $0.10 per common share through the third calendar quarter of 2021. Management believes
that the Company has sufficient capital to continue the current dividend policy without affecting the well-capitalized status of either
subsidiary bank. Management cannot speculate on future dividend levels, because various factors, including capital levels, income levels,
liquidity levels, regulatory requirements and overall financial condition of the Company are considered before dividends are declared.
However, management continues to believe that a strong dividend is consistent with the Company’s long-term capital management strategy.
See “Risk Factors” in Part II, Item 1A, of the Company’s Annual Report on Form 10-K for the year ended June 30, 2020
for additional discussion regarding dividends.
33
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Comparison of Operating Results for the Nine-month
Periods Ended March 31, 2021 and 2020
General
Net income totaled $1.1 million or $0.14 diluted
earnings per share for the nine months ended March 31, 2021, an increase of $406,000 or 56.2% from net income of $722,000 or $0.09 diluted
earnings per share for the same period in 2020. The increase in net income on a nine-month basis was primarily attributable to higher
net interest income, higher non-interest income and lower non-interest expense, which were partially offset by increased provision for
loan losses and increased provision for income tax.
Net Interest Income
Net interest income before provision for loan
losses increased $266,000 or 3.8% to $7.3 million for the nine-month period just ended. Interest income decreased by $825,000, or 8.4%,
to $9.0 million, while interest expense decreased $1.1 million or 39.7% to $1.7 million for the nine months ended March 31, 2021.
The decrease in interest income period-to-period
was due primarily to a decrease in the average rate earned on interest-earning assets, as the average volume of interest-earning assets
increased period-to-period. The average rate decreased 50 basis points to 3.77% for the recently-ended nine-month period compared to the
prior year period, while the average balance of interest-earning assets increased $11.6 million or 3.8% to $317.1 million for the nine
months ended March 31, 2021. Interest income on loans decreased $566,000 or 6.0% to $8.8 million, due primarily to a decrease in the average
rate earned on the loan portfolio, which decreased 44 basis points to 4.00%, while the average balance increased $12.7 million or 4.5%
to $294.8 million for the nine-month period ended March 31, 2021. Interest income from interest-bearing deposits and other decreased $242,000
or 66.5% to $122,000 for the nine months just ended due primarily to a decrease in the average rate earned, which decreased 146 basis
points to 0.75% for the recently-ended period compared to the period a year ago.
The decrease in interest expense was due primarily
to a decrease of 59 basis points on the average rate paid on funding sources, which totaled 0.84% for the nine months ended March 31,
2021. The Company’s interest-bearing liabilities have repriced quickly as we are able to take advantage of the low interest rate
environment that currently exists. Interest expense on deposits decreased $497,000 or 27.2% to $1.3 million for the nine months ended
March 31, 2021, while interest expense on borrowings decreased $594,000 or 64.1% to $333,000 for the same period. The decrease in interest
expense on deposits was attributed primarily to a decrease in the average rate paid on interest-bearing deposits, which decreased 40 basis
points to 0.85% for the recently ended period, while the average balance of interest-bearing deposits increased $14.2 million or 7.3%
to $208.9 million for the most recent period. The decrease in interest expense on borrowings was attributed to both to a lower average
rate paid on the borrowings and a lower average balance of borrowings period to period. The average balance of borrowings outstanding
decreased $6.0 million or 9.8% to $55.2 million for the recently ended nine-month period, while the average rate paid on borrowings decreased
121 basis points to 0.81% for the most recent period.
Net interest spread increased from 2.84% for
the prior year semiannual period to 2.93% for the nine-month period ended March 31, 2021.
Provision for Losses on Loans
Provision for loan losses increased $128,000
for the nine-month period ended March 31, 2021, and totaled $192,000 compared to $64,000 for the prior year semi-annual period. The higher
provision was primarily in response to the higher level of loans maintained in the portfolio as well as increased levels of multi-family
and commercial real estate loans, which carry somewhat more risk. While management continues to consider the potential impact of COVID-19
on asset quality, no adjustment to the allowance for loan losses has been made for that specific reason. Near the onset of the pandemic,
the Company granted deferrals to borrowers representing $18.1 million in loans, but the overwhelming majority of those borrowers have
resumed regular payments. Further, 95% of the Company’s loan portfolio is secured by residential real estate, which has performed
well during the pandemic.
34
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Comparison of Operating Results for the Nine-month
Periods Ended March 31, 2021 and 2020 (continued)
Non-interest Income
Non-interest income increased $200,000 or 85.8%
to $433,000 for the nine months ended March 31, 2021, compared to the prior year period, primarily because of an increase in net gains
on sales of loans. Net gain on sales of loans increased $205,000 to $280,000 for the recently-ended nine-month period. In the current
interest rate environment, many borrowers are choosing long-term, fixed rate loans, which the bank usually sells to the Federal Home
Loan Bank of Cincinnati (“FHLB”). An increase in volume of these loans sold was responsible for the increase in gain on sale
of loans.
Non-interest Expense
Non-interest expense decreased $185,000 or 2.9%
and totaled $6.1 million for the nine months ended March 31, 2021, primarily due to cost-saving measures implemented by management.
Employee compensation and benefits decreased
$141,000 or 3.4% to $4.0 million primarily due to lower employee compensation. The Banks were operating with fewer full-time equivalent
employees in the nine-month period just ended compared to the prior year period. Also contributing to lower compensation cost was an
increase in the number of loans originated in the recently-ended period compared to the prior year period. The Banks are required to
defer a portion of the costs associated with loan originations and those costs are primarily related to personnel costs. Somewhat offsetting
the decreases in other employee compensation and benefits expense was an increase in contributions to the Company’s Defined Benefit
(“DB”) pension plan. DB pension contributions increased $38,000 or 5.5% to $720,000 for the nine-month period recently ended
compared to the prior year period. Higher DB pension contributions were a result of higher administrative fees and Pension Benefit Guarantee
Corporation premiums, as the Company’s DB plan was frozen effective April 1, 2019. Other non-interest expense decreased $68,000
or 12.6% to $472,000 for the nine months ended March 31, 2021, primarily due to lower general insurance expenses, discretionary employee
and meeting expenses, regulatory assessments and general loan expenses. Franchise and other taxes decreased $64,000 or 33.0% and totaled
$130,000 for the nine months ended March 31, 2021, as the Banks became subject to Kentucky corporate income tax on its earnings rather
than being subject to the Kentucky Savings and Loan tax effective January 1, 2021. Voice and data communications expense decreased $48,000
or 37.5% to $80,000 for the nine-month period just ended as upgraded technology savings were realized.
Somewhat offsetting the decreases in various
non-interest expense items were increases in FDIC insurance premiums and data processing expenses. FDIC insurance premiums increased
to $129,000 for the nine months ended March 31, 2021. In the prior year semi-annual period the Banks were able to utilize their Small
Bank Assessment Credits (“SBAC”). The SBAC were depleted in the quarterly period ended June 30, 2020. Data processing increased
$42,000 or 10.8% to $430,000 for the period just ended as core processing costs increased and the Company expanded its technology infrastructure.
Income Tax Expense
Income tax expense increased $117,000 or 66.5%
to $293,000 for the nine months ended March 31, 2021, compared to the prior year period. The effective tax rates for the nine-month periods
ended March 31, 2021 and 2020, were 20.6% and 19.6%, respectively.
35
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Comparison of Operating Results for the Three-month
Periods Ended March 31, 2021 and 2020
General
Net income totaled $473,000 or $0.06 diluted
earnings per share for the three months ended March 31, 2021, an increase of $233,000 or 97.1% from net income of $240,000 or $0.03 diluted
earnings per share for the same period in 2020.
Net Interest Income
Net interest income before provision for loan
losses increased $125,000 or 5.4% to $2.4 million for the three-month period just ended, as interest expense decreased at a faster pace
than interest income decreased for the quarter just ended. Interest income decreased by $265,000, or 8.3%, to $2.9 million, while interest
expense decreased $390,000 or 44.2% to $492,000 for the three months ended March 31, 2021.
Interest income on loans decreased $205,000 or
6.6% to $2.9 million, due primarily to a decrease in the average rate earned on the loan portfolio. The average rate earned on the loan
portfolio decreased 53 basis points to 3.88%, while the average balance increased $16.9 million or 6.0% to $298.8 million for the three-month
period ended March 31, 2021. Interest income from interest-bearing deposits and other decreased $54,000 or 58.7% to $38,000 for the three
months just ended due to a decrease in the average rate earned, which decreased 95 basis points to 0.68% for the recently-ended period
compared to the period a year ago.
Interest expense on deposits decreased $241,000
or 38.4% to $387,000 for the three months ended March 31, 2021, while interest expense on borrowings decreased $149,000 or 58.7% to $105,000
for the same period. The decrease in interest expense on deposits was attributed primarily to a decrease in the average rate paid on interest-bearing
deposits, which decreased 53 basis points to 0.74% for the recently ended period, while the average balance of interest-bearing deposits
increased $11.6 million or 5.9% to $210.1 million for the most recent period. The decrease in interest expense on borrowings was attributed
to both to a lower average rate paid on the borrowings and a lower average balance of borrowings period to period. The average balance
of borrowings outstanding decreased $306,000 or 0.5% to $57.0 million for the recently ended three-month period, while the average rate
paid on borrowings decreased 103 basis points to 0.74% for the most recent period.
Net interest spread increased 10 basis points
from 2.82% for the prior year quarterly period to 2.92% for the three-month period ended March 31, 2021.
Provision for Losses on Loans
There was no provision for loan losses for the
three-month periods ended March 31, 2021 or 2020. The Company had recorded higher provision earlier in the fiscal year in response to
the higher level of loans maintained in the portfolio as well as increased levels of multi-family and commercial real estate loans, which
carry somewhat more risk.
36
Kentucky First Federal Bancorp
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (continued)
Comparison of Operating Results for the Three-month
Periods Ended March 31, 2021 and 2020 (continued)
Non-interest Income
Non-interest income increased $101,000 or 124.7%
to $182,000 for the three months ended March 31, 2021, compared to the prior year period, primarily because of an increase in net gains
on sales of loans. Net gain on sales of loans increased $90,000 to $125,000 for the recently-ended three-month period over the prior
year amount. In the current interest rate environment, many borrowers are choosing long-term, fixed rate loans, which the Banks usually
sell to the FHLB. An increase in volume of these loans sold was responsible for the increase in gain on sale of loans.
Non-interest Expense
Non-interest expense decreased $87,000 or 4.1%
and totaled $2.0 million for the three months ended March 31, 2021, primarily due to cost-saving measures implemented by management.
Franchise and other taxes decreased $65,000 or
100.0% for the three months ended March 31, 2021, as the Banks became subject to Kentucky corporate income tax on its earnings rather
than being subject to the Kentucky Savings and Loan tax effective January 1, 2021. Other non-interest expense decreased $21,000 or 12.4%
to $149,000 for the three months ended March 31, 2021, primarily due to lower discretionary employee and meeting expenses, and expenses
associated with management of the loan portfolio. Employee compensation and benefits decreased $17,000 or 1.2% to $1.4 million primarily
due to lower employee and director compensation as well as higher deferred compensation cost attributed to an increase in the number
of loans originated during the period. The Company’s DB pension contributions decreased $18,000 or 7.1% to $234,000 for the three-month
period recently ended compared to the prior year period. Lower DB pension contributions for the quarter were a result of lower total
costs than originally anticipated.
Somewhat offsetting the decreases in various
non-interest expense items was an increase in FDIC insurance premiums, which totaled $41,000 for the three months ended March 31, 2021,
compared to zero for the prior year period due to a lack of SBAC credits for the current period.
Income Tax Expense
Income tax expense increased $80,000 or 137.9%
to $138,000 for the three months ended March 31, 2021, compared to the prior year period. As described herein, the Banks became subject
to Kentucky corporate income tax on its earnings rather than being subject to the Kentucky Savings and Loan tax effective January 1,
2021. The effective tax rates for the three-month periods ended March 31, 2021 and 2020, were 22.6% and 19.5%, respectively.
37
Kentucky First Federal Bancorp
ITEM 3: Quantitative and Qualitative Disclosures
About Market Risk
This item is not applicable as the Company is
a smaller reporting company.
ITEM 4: Controls and Procedures
The Company’s Chief Executive Officer and
Chief Financial Officer have evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined under
Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report,
and have concluded that the Company’s disclosure controls and procedures were effective for the purpose of ensuring that the information
required to be disclosed in the reports that the Company files or submits under the Exchange Act with the Securities and Exchange Commission
(the “SEC”) (1) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules
and forms, and (2) is accumulated and communicated to the Company’s management, including its principal executive and principal
financial officers, as appropriate to allow timely decisions regarding required disclosure.
Based upon their evaluation, the Company’s
Chief Executive Officer and Chief Financial Officer have also concluded that there were no significant changes during the quarter ended
March 31, 2021 in the Company’s internal control over financial reporting or in other factors that have materially affected, or
are reasonably likely to materially affect, the Company’s internal control over financial reporting.
38
Kentucky First Federal Bancorp
PART II
ITEM 1. Legal Proceedings
None.
ITEM 1A. Risk Factors
There have been no material changes in the risk
factors disclosed in Part I, “Item 1A- Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended
June 30, 2020, as updated by the disclosure in Part II, Item 1A-Risk Factors of our Quarterly Report on Form 10-Q for the quarter ended
December 31, 2021, which risk factors could materially affect our business, financial condition or future results. The risks described
therein are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to
be immaterial also may materially adversely affect our business, financial condition and/or operating results.
ITEM 2. Unregistered Sales of Equity Securities
and Use of Proceeds
(c) The following table sets
forth information regarding Company’s repurchases of its common stock during the quarter ended March 31, 2021.
Period
Total
# of
shares
purchased
Average
price paid
per share
(including
commissions)
Total
# of
shares
purchased
as part of
publicly
announced
plans or
programs
Maximum
#
of shares
that may
yet be
purchased
under the
plans or
programs
January 1-31, 2021
–
$ –
–
150,000
February 1-28, 2021
10,000
$ 6.65
10,000
140,000
March 1-31, 2021
--
$ --
--
140,000
(1)
On February 3, 2021, the
Company announced that it had substantially completed its program initiated on December 19, 2018 to repurchase of up to 150,000 shares
of its common stock and that it was initiating a new stock repurchase plan in which the Board of Directors authorized the purchase
of up to 150,000 shares of its common stock.
ITEM 3. Defaults Upon Senior Securities
Not applicable.
ITEM 4. Mine Safety Disclosures.
Not applicable.
ITEM 5. Other Information
None.
39
ITEM 6. Exhibits
3.1 1
Charter of Kentucky First Federal Bancorp
3.2 2
Bylaws of Kentucky First Federal Bancorp, as amended and restated
3.3 3
Amendment No. 1 to the Bylaws of Kentucky First Federal Bancorp
3.4 4
Amendment No. 2 to the Bylaws of Kentucky First Federal Bancorp
4.1 1
Specimen Stock Certificate of Kentucky First Federal Bancorp
31.1
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.0
The following materials from Kentucky First Federal Bancorp’s Quarterly Report On Form 10-Q for the quarter ended March 31, 2021 formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Income; (iii) the Consolidated Statements of Comprehensive Income; (iv) the Consolidated Statements of Cash Flows: and (v) the related Notes.
(1)
Incorporated herein by
reference to the Company’s Registration Statement on Form S-1 (File No. 333-119041).
(2)
Incorporated herein by
reference to the Company’s Annual Report on Form 10-K for the Year Ended June 30, 2012 (File No. 0-51176).
(3)
Incorporated herein by
reference to the Company’s Current Report on Form 8-K filed August 25, 2017 (File No. 0-51176).
(4)
Incorporated herein by
reference to the Company’s Current Report on Form 8-K filed September 28, 2020 (File No. 0-51176).
40
Kentucky First Federal Bancorp
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
KENTUCKY FIRST FEDERAL BANCORP
Date:
May
17, 2021
By:
/s/
Don D. Jennings
Don D. Jennings
Chief Executive Officer
Date:
May 17, 2021
By:
/s/ R. Clay
Hulette
R. Clay Hulette
Vice President and Chief Financial Officer
41
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.