f10q-093010_0343.htm




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2010.
or
[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File No. 000-51338

Commission File No. 000-51338

PARKE BANCORP, INC.
(Exact name of registrant as specified in its charter)
 
 New Jersey    65-1241959
 (State or other jurisdiction of incorporation or organization)    (IRS Employer Identification No.)
     
 601 Delsea Drive, Washington Township, New Jersey    08080
 (Address of principal executive offices)    (Zip Code)
 
856-256-2500
(Registrant's telephone number, including area code)

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

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

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):

Large accelerated filer [  ]             Accelerated filer [  ]            Non-accelerated filer [  ]          Smaller reporting company [X]

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

Yes [  ]                No [X]

 

 

 
As of November 15, 2010, there were issued and outstanding 4,440,030 shares of the registrant's common stock.
 



 

 
 

PARKE BANCORP, INC.
 

 
FORM 10-Q
 

 
FOR THE QUARTER ENDED September 30, 2010

INDEX


 

     
Page
 
Part I
FINANCIAL INFORMATION
     
         
Item 1.
Financial Statements
    1  
Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
    26  
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
    39  
Item 4.
Controls and Procedures
    39  
           
Part II
OTHER INFORMATION
       
           
Item 1.
Legal Proceedings
    39  
Item 1A.
Risk Factors
    39  
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
    39  
Item 3.
Defaults Upon Senior Securities
    39  
Item 4.
Reserved
    39  
Item 5.
Other Information
    40  
Item 6.
Exhibits
    41  
           
SIGNATURES
       
           
EXHIBITS and CERTIFICATIONS
       






 
 

 

PART I. FINANCIAL INFORMATION
Item 1. Financial Statements

Parke Bancorp Inc. and Subsidiaries
 
CONSOLIDATED BALANCE SHEETS
 
(unaudited)
 
   
September 30,
   
December 31,
 
   
2010
   
2009
 
   
(in thousands except share data)
 
ASSETS
           
Cash  and due from financial institutions
  $ 51,158     $ 4,099  
Federal funds sold and cash equivalents
    12       55  
Cash and cash equivalents
    51,170       4,154  
Investment securities available for sale, at fair value
    27,897       29,420  
Investment securities held to maturity (fair value of $2,141 at September 30, 2010 and $2,404 at December 31, 2009)
    1,991       2,509  
Total investment securities
    29,888       31,929  
Loans held for sale
    4,344        
Loans, net of unearned income
    633,743       603,401  
Less: Allowance for loan and lease losses
    13,428       12,404  
Net loans and leases
    620,315       590,997  
Accrued interest receivable
    3,303       2,808  
Premises and equipment, net
    4,338       2,861  
Other real estate owned (OREO)
    7,778        
Restricted stock, at cost
    3,087       3,094  
Bank owned life insurance (BOLI)
    5,316       5,184  
Other assets
    13,392       13,171  
Total Assets
  $ 742,931     $ 654,198  
                 
LIABILITIES AND EQUITY
               
Liabilities
               
Deposits
               
Noninterest-bearing deposits
  $ 22,682     $ 21,488  
Interest-bearing deposits
    576,298       498,825  
Total deposits
    598,980       520,313  
FHLB borrowings
    41,796       44,428  
Other borrowed funds
    14,344       10,000  
Subordinated debentures
    13,403       13,403  
Accrued interest payable
    865       821  
Other liabilities
    4,323       3,260  
Total liabilities
    673,711       592,225  
Equity
               
Preferred stock, $1,000 liquidation value; authorized 1,000,000 shares; Issued: 16,288 shares at September 30, 2010 and December 31, 2009
    15,638       15,508  
Common stock, $.10 par value; authorized 10,000,000 shares; Issued: 4,650,930 shares at September 30, 2010; and 4,224,867 shares at December 31, 2009
    465       421  
Additional paid-in capital
    41,921       37,020  
Retained earnings
    14,027       14,071  
Accumulated other comprehensive loss
    (829 )     (2,867 )
Treasury stock, 210,900 shares at September 30, 2010 and 191,729  shares at December 31, 2009, at cost
    (2,180 )     (2,180 )
Total shareholders’ equity
    69,042       61,973  
Noncontrolling (minority) interest in consolidated subsidiaries
    178        
Total equity
    69,220       61,973  
Total liabilities and  equity
  $ 742,931     $ 654,198  
                 
See accompanying notes to consolidated financial statements
 

 
1

 

Parke Bancorp Inc. and Subsidiaries
 
CONSOLIDATED STATEMENTS OF INCOME
 
(unaudited)
 
 
For the nine months ended September 30,
   
For the three months ended September 30,
 
 
2010
   
2009
   
2010
   
2009
 
 
(in thousands except share data)
 
Interest income:
                       
Interest and fees on loans
  $ 29,621     $ 28,646     $ 10,044     $ 9,680  
Interest and dividends on investments
    1,290       1,462       428       448  
Interest on federal funds sold and cash equivalents
          1              
Total interest income
    30,911       30,109       10,472       10,128  
Interest expense:
                               
Interest on deposits
    7,241       10,858       2,376       3,291  
Interest on borrowings
    1,330       1,578       444       474  
Total interest expense
    8,571       12,436       2,820       3,765  
Net interest income
    22,340       17,673       7,652       6,363  
Provision for loan losses
    6,401       3,200       2,100       1,450  
Net interest income after provision for loan losses
    15,939       14,473       5,552       4,913  
Noninterest income (loss)
                               
Loan fees
    109       201       28       62  
Net income from BOLI
    132       135       43       45  
Service fees on deposit accounts
    191       138       62       48  
Other than temporary impairment losses
    (115 )     (2,401 )     (71 )     (1,120 )
Portion of loss recognized in other   comprehensive income (before taxes)
    49       863       23       770  
Net impairment losses recognized in earnings
    (66 )     (1,538 )     (48 )     (350 )
Gain (loss) on sale of real estate owned
    39       (149 )     (7 )     10  
Gain on sale of loans
    1,311             635        
Other
    192       223       132       26  
Total noninterest income (loss)
    1,908       (990 )     845       (159 )
Noninterest expense
                               
Compensation and benefits
    3,641       2,966       1,163       953  
Professional services
    873       631       291       180  
Occupancy and equipment
    691       637       253       201  
Data processing
    250       255       88       87  
FDIC insurance
    653       627       216       185  
Loss on write down of foreclosed assets
          68             14  
Other operating expense
    2,144       1,109       1,265       372  
Total noninterest expense
    8,252       6,293       3,276       1,992  
Income before income tax expense
    9,595       7,190       3,121       2,762  
Income tax expense
    3,802       2,787       1,180       1,067  
Net income attributable to Company and noncontrolling (minority) interest
 
    5,793       4,403       1,941       1,695  
Net income attributable to noncontrolling (minority) interest
    (168 )           (113 )      
Net income attributable to Company
    5,625       4,403       1,828       1,695  
Preferred stock dividend and discount accretion
    740       655       247       245  
Net income available to common shareholders
  $ 4,885     $ 3,748     $ 1,581     $ 1,450  
                                 
Earnings per common share
                               
Basic
  $ 1.10     $ 0.85     $ 0.36     $ 0.33  
Diluted
  $ 1.09     $ 0.85     $ 0.35     $ 0.32  
Weighted average shares outstanding
                               
Basic
    4,437,860       4,431,409       4,439,838       4,436,452  
Diluted
    4,491,020       4,431,409       4,488,106       4,469,406  
See accompanying notes to consolidated financial statements
 

 
2

 
 
 
Parke Bancorp, Inc. and Subsidiaries
 
CONSOLIDATED STATEMENTS OF CHANGE IN TOTAL EQUITY
 
(unaudited)
 
   
Preferred
Stock
   
Common
Stock
   
Additional
Paid-In
Capital
   
Retained
Earnings
   
Accumulated
Other
Comprehensive
Income (Loss)
   
Treasury
Stock
   
Total
Shareholders'
Equity
   
Non-
Controlling
(Minority)
Interest
   
Total Equity
 
   
(in thousands)
 
Balance, December 31, 2008
  $     $ 414     $ 35,656     $ 8,870     $ (2,791 )   $ (1,848 )   $ 40,301     $     $ 40,301  
Stock warrants exercised
            7       415                       (332 )     90               90  
Stock compensation
                    14                               14               14  
Comprehensive income (loss):
                                                                       
Net income
                            4,403                       4,403               4,403  
Non-credit unrealized losses on debt securities with OTTI, net of taxes
                                    (518 )             (518 )             (518 )
Net unrealized gains on available for sale securities without OTTI, net of taxes
                                    2,640               2,640               2,640  
Pension liability adjustments, net of tax
                                    (9 )             (9 )             (9 )
Total comprehensive income
                                                    6,516             6,516  
Preferred stock issued
    15,358               930                               16,288               16,288  
Dividend on preferred stock (5% annually)
                            (545 )                     (545 )             (545 )
Accretion of discount on preferred stock
    110                       (110 )                     0               0  
Balance, September 30, 2009
  $ 15,468     $ 421     $ 37,015     $ 12,618     $ (678 )   $ (2,180 )   $ 62,664     $     $ 62,664  
                                                                         
                                                                         
                                                                         
Balance, December 31, 2009
  $ 15,508     $ 421     $ 37,020     $ 14,071     $ (2,867 )   $ (2,180 )   $ 61,973     $     $ 61,973  
Stock options exercised
                    22                               22               22  
Capital contribution by noncontrolling (minority) interest
                                                            196       196  
Capital withdrawals by noncontrolling (minority) interest
                                                            (186 )     (186 )
10% common stock dividend
            44       4,879       (4,929 )                     (6 )             (6 )
Comprehensive income (loss):
                                                                       
Net income
                            5,625                       5,625       168       5,793  
Non-credit unrealized gains on debt securities with OTTI, net of taxes
                                    85               85               85  
Net unrealized gains on available for sale securities without OTTI, net of taxes
                                    1,921               1,921               1,921  
Pension liability adjustments, net of taxes
                                    32               32               32  
Total comprehensive income
                                                    7,663       168       7,831  
Dividend on preferred stock (5% annually)
                            (610 )                     (610 )             (610 )
Accretion of discount on preferred stock
    130                       (13 )                                    
Balance, September 30, 2010
  $ 15,638     $ 465     $ 41,921     $ 14,027     $ (829 )   $ (2,180 )   $ 69,042     $ 178     $ 69,220  
                                                                         
See accompanying notes to consolidated financial statements
                 


 
3

 


 
Parke Bancorp Inc. and Subsidiaries
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(unaudited)
 
   
For the nine months ended September 30,
 
   
2010
   
2009
 
   
(in thousands)
 
Cash Flows from Operating Activities
           
Net income
  $ 5,793     $ 4,403  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation and amortization
    247       236  
Provision for loan losses
    6,401       3,200  
Stock compensation
          14  
Bank owned life insurance
    (132 )     (135 )
Supplemental executive retirement plan
    333       174  
Gain on sale of SBA loans
    (1,311 )      
SBA loans originated for sale
    (12,593 )      
Proceeds from sale of SBA loans originated for sale
    13,904        
(Gain) loss on sale of other real estate owned
    (39 )     149  
Loss on write down of foreclosed assets
          68  
Other than temporary decline in value of investments
    66       1,538  
Net accretion of purchase premiums and discounts on securities
    (59 )     (91 )
Changes in operating assets and liabilities:
               
Increase in accrued interest receivable and other assets
    (848 )     (2,991 )
Increase in accrued interest payable and other accrued liabilities
    1,107       1,377  
Net cash provided by operating activities
    8,525       7,942 1,628  
Cash Flows from Investing Activities
               
Purchases of investment securities available for sale
    (1,794 )     (3,307 )
Redemptions of restricted stock
    7       29  
Proceeds from maturities and principal payments on mortgage-backed securities
    7,171       8,228  
Proceeds from sale of other real estate owned
    453       1,008  
Net increase in loans
    (45,407 )     (47,493 )
Purchases of bank premises and equipment
    (1,724 )     (161 )
Net cash used in investing activities
    (41,294 )     (41,696 )
Cash Flows from Financing Activities
               
Proceeds from issuance of preferred stock
          16,288  
Payment of dividend on preferred stock
    (610 )     (441 )
Proceeds from exercise of stock options and warrants
    22       422  
Fractional share cash payment on 10% stock dividend
    (6 )      
Purchase of treasury stock
          (332 )
Net increase in secured borrowings
    4,344        
Net decrease in Federal Home Loan Bank short term borrowings
    (2,025 )     (5,500 )
Repayments of Federal Home Loan Bank advances
    (500 )      
Payments of Federal Home Loan Bank advances
    (107 )     (602 )
Net increase (decrease) in noninterest-bearing deposits
    1,194       (1,147 )
Net increase in interest-bearing deposits
    77,473       37,002  
Net cash provided by financing activities
    79,785       45,690  
Increase in cash and cash equivalents
    47,016       11,936  
Cash and Cash Equivalents, January 1,
    4,154       7,270  
Cash and Cash Equivalents, September 30,
  $ 51,170     $ 19,206  
Supplemental Disclosure of Cash Flow Information:
               
Cash paid during the six months for:
               
Interest on deposits and borrowed funds
 
  $ 8,527     $ 12,657  
Income taxes
  $ 6,200     $ 5,001  
Supplemental Schedule of Noncash Activities:
               
Real estate acquired in settlement of loans
  $ 13,273     $ 442  
See accompanying notes to consolidated financial statements
 

 
4

 

Notes to Consolidated Financial Statements (Unaudited)

NOTE 1.  ORGANIZATION

Parke Bancorp, Inc. ("Parke Bancorp” or the "Company") is a bank holding company incorporated under the laws of the State of New Jersey in January 2005 for the sole purpose of becoming the holding company of Parke Bank (the "Bank").

The Bank is a commercial bank which commenced operations on January 28, 1999. The Bank is chartered by the New Jersey Department of Banking and insured by the Federal Deposit Insurance Corporation ("FDIC"). Parke Bancorp and the Bank maintain their principal offices at 601 Delsea Drive, Washington Township, New Jersey. The Bank also conducts business through branches in Northfield and Washington Township, New Jersey and Philadelphia, Pennsylvania.

The Bank competes with other banking and financial institutions in its primary market areas. Commercial banks, savings banks, savings and loan associations, credit unions and money market funds actively compete for savings and time certificates of deposit and all types of loans. Such institutions, as well as consumer financial and insurance companies, may be considered competitors of the Bank with respect to one or more of the services it renders.

The Bank is subject to regulations of certain state and federal agencies, and accordingly, the Bank is periodically examined by such regulatory authorities. As a consequence of the regulation of commercial banking activities, the Bank’s business is particularly susceptible to future state and federal legislation and regulations.


NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Financial Statement Presentation: The accounting and reporting policies of the Bank conform to accounting principles generally accepted in the United States of America (GAAP) and predominant practices within the banking industry.

The financial statements include the accounts of Parke Bancorp, Inc. and its wholly owned subsidiaries, Parke Bank, Parke Capital Markets, Farm Folly LLC, 601 Sewell Walnut LLC, 601 Sewell Sturdy LLC, 601 Sewell Seafar LLC, 601 Sewell Baker LLC and Woolwich Lots LLC.  Parke Capital Markets and Farm Folly LLC are presently inactive. Parke Capital Trust I, Parke Capital Trust II and Parke Capital Trust III are wholly-owned subsidiaries but are not consolidated because they do not meet the consolidation requirements. Parke Bank has entered into a joint venture, 44 Capital Partners LLC, with a 51% ownership interest which is reflected in the consolidated financial statements. The LLC was formed to originate, sell and service Small Business Administration (SBA) loans. All significant inter-company balances and transactions have been eliminated.

The accompanying interim financial statements should be read in conjunction with the annual financial statements and notes thereto included in Parke Bancorp Inc.’s Annual Report on Form 10-K for the year ended December 31, 2009 since they do not include all of the information and footnotes required by U.S. generally accepted accounting principles. The accompanying interim financial statements for the three months and nine months ended September 30, 2010 and 2009 are unaudited. The balance sheet as of December 31, 2009, was derived from the audited financial statements. In the opinion of management, these financial statements include all normal and recurring adjustments necessary for a fair statement of the results for such interim periods. Results of operations for the three months and nine months ended September 30, 2010 are not necessarily indicative of the results for the full year.

 
5

 


Use of Estimates: In preparing the interim financial statements, management makes estimates and assumptions based on available information that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the balance sheet and reported amounts of expenses and revenues. Actual results could differ from such estimates. The allowance for loan losses, deferred taxes, evaluation of investment securities for other-than-temporary impairment and fair values of financial instruments are significant estimates and particularly subject to change.

Recently Issued Accounting Pronouncements:

On July 1, 2009, the Accounting Standards Codification (“ASC”) became the Financial Accounting Standards Board’s (“FASB”) officially recognized source of authoritative U.S. generally accepted accounting principles (“GAAP”) applicable to all public and non-public non-governmental entities, superseding existing FASB, AICPA, EITF and related literature. Rules and interpretive releases of the SEC under the authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. All other accounting literature is considered non-authoritative. The switch to the ASC affects the way companies refer to U.S. GAAP in financial statements and accounting policies. Citing particular content in the ASC involves specifying the unique numeric path to the content through the Topic, Subtopic, Section and Paragraph structure.

FASB ACS Topic 820, “Fair Value Measurements and Disclosures.”

New authoritative accounting guidance (Accounting Standards Update No. 2010-6), which became effective January 1, 2010,  provides amendments to ASC Topic 820 that require new disclosures as follows: 1) A reporting entity should disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers. 2) In the reconciliation for fair value measurements using significant unobservable inputs (Level 3), a reporting entity should present separately information about purchases, sales, issuances, and settlements (that is, on a gross basis rather than as one net number).

The new authoritative guidance also clarifies existing disclosures as follows:

1)  
A reporting entity should provide fair value measurement disclosures for each class of assets and liabilities. A class is often a subset of assets or liabilities within a line item in the statement of financial position. A reporting entity needs to use judgment in determining the appropriate classes of assets and liabilities.

2)  
A reporting entity should provide disclosures about the valuation techniques and inputs used to measure fair value for both recurring and nonrecurring fair value measurements that fall in either Level 2 or Level 3.

These new disclosures and clarifications of existing disclosures were effective for interim and annual reporting periods beginning after December 15, 2009 and did not have a significant impact of the Company’s consolidated financial statements. The disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. The new disclosures are not expected to have a significant impact on the Company’s consolidated financial statements. See Note 8, “Fair Value”.


 
6

 

FASB ASC Topic 860, "Transfers and Servicing."
 
New authoritative accounting guidance under ASC Topic 860, "Transfers and Servicing” amends prior accounting guidance to enhance reporting about transfers of financial assets, including securitizations, and where companies have continuing exposure to the risks related to transferred financial assets. The new authoritative accounting guidance eliminates the concept of a "qualifying special-purpose entity" and changes the requirements for derecognizing financial assets. The new authoritative accounting guidance also requires additional disclosures about all continuing involvements with transferred financial assets including information about gains and losses resulting from transfers during the period. The new authoritative accounting guidance under ASC Topic 860 was effective January 1, 2010 and accordingly, impacted the manner in which the Company accounts for the sale of the guaranteed portion on SBA loans. Gains of $485,000 for the three months ended September 30, 2010 were deferred to the fourth quarter as a result of this new guidance.

FASB ASC Topic 310, “Receivables.”

New authoritative accounting guidance (Accounting Standards Update No. 2010-20) under ASC Topic 310, "Receivables", amends the current disclosures required by ASC Topic 310. As a result of these amendments, an entity is required to disaggregate by portfolio segment or class certain existing disclosures and provide certain new disclosures about its financing receivables and related allowance for credit losses. The disclosures as of the end of a reporting period are effective for interim and annual reporting periods ending on or after December 15, 2010. The disclosures about activity that occurs during a reporting period are effective for interim and annual reporting periods beginning on or after December 15, 2010. The Company is currently evaluating this new disclosure guidance, but does not expect it to have any effect on the Company's reported financial condition or results of operations.

 
7

 


NOTE 3.  INVESTMENT IN DEBT AND MARKETABLE EQUITY SECURITIES
 

The following is a summary of the Company's investment in available-for-sale and held-to-maturity securities as of September 30, 2010 and December 31, 2009: 

 
 As of September 30, 2010
 
Amortized
cost
 
Gross
unrealized
gains
 
Gross
unrealized
losses
 
Other-than-
temporary
impairments
in OCI
 
Fair value
 
 Available-for-sale:
(amounts in thousands)
 
             
U.S. Government sponsored entities
$
3,259
 
$
28
 
$
 
$
 
$
3,287
 
Corporate debt obligations
 
2,000
   
125
   
   
   
2,125
 
Residential mortgage-backed securities
15,158
 
683
 
4
 
 
15,837
 
Collateralized mortgage obligations
2,947
 
125
 
 
71
 
3,001
 
Collateralized debt obligations
5,562
 
 
1,375
 
540
 
3,647
 
Total available-for-sale
$
28,926
 
$
961
 
$
1,379
 
$
611
 
$
27,897
 
                     
 Held to maturity:
                   
States and political subdivisions
$
1,991
 
$
150
 
$
 
$
 
$
2,141
 
 
 
 As of December 31, 2009
 
Amortized
cost
 
Gross
unrealized
gains
 
Gross
unrealized
losses
 
Other-than-
temporary
impairments
in OCI
 
Fair value
 
 Available-for-sale:
(amounts in thousands)
 
             
U.S. Government sponsored entities
$
3,273
 
$
 
$
41
 
$
 
$
3,232
 
Corporate debt obligations
 
2,000
   
17
   
47
   
   
1,970
 
Residential mortgage-backed securities
19,098
 
679
 
79
 
 
19,698
 
Collateralized mortgage obligations
3,859
 
68
 
50
 
68
 
3,809
 
Collateralized debt obligations
5,562
 
 
4,166
 
685
 
711
 
Total available-for-sale
$
33,792
 
$
764
 
$
4,383
 
$
753
 
$
29,420
 
                     
 Held to maturity:
                   
States and political subdivisions
$
2,509
 
$
10
 
$
115
 
$
 
$
2,404
 

 
The Company’s unrealized loss on investments in collateralized debt obligations (CDOs) relates to four securities issued by financial institutions, totaling $5.6 million. The gross unrealized loss decreased from $4.2 million at December 31, 2009 to $1.4 million at September 30, 2010. In the first quarter of 2010, the Company engaged an independent third party valuation firm to assess three of its pooled trust preferred collateralized debt obligations for other than temporary impairment (“OTTI”).  The OTTI analysis is based on a best estimate of cash flows, including potential credit losses and prepayments, discounted at
 

 
8

 

the securities’ effective yields.  The valuation firm also discounts the best estimate cash flows using a discount rate derived through the build-up method to estimate fair value.  The fair value discount rate is based on the appropriate risk free rate, given the estimated duration of the security, plus a spread for liquidity under normal market conditions, and a spread to account for the uncertainty of the cash flows.  Prior to the first quarter, the Company had relied on a pricing service that utilized a matrix pricing approach to estimate fair value.  The Company believes that a fair value derived from best estimate cash flows represents a better estimate of the fair values of the securities.
 
The amortized cost and fair value of debt securities classified as available-for-sale and held-to-maturity, by contractual maturity, as of September 30, 2010 are as follows:
 
   
Amortized
Cost
   
Fair
Value
 
   
(amounts in thousands)
 
Available-for-sale:
     
Due within one year
  $     $  
Due after one year through five years
    3,252        
Due after five years through ten years
          3,281  
Due after ten years
    7,569       5,778  
Residential mortgage-backed securities and collateralized mortgage obligations
    18,105       18,838  
Total  available-for-sale
  $ 28,926     $ 27,897  

 
Held-to-maturity:
     
Due within one year
  $     $  
Due after one year through five years
           
Due after five years through ten years
           
Due after ten years
    1,991       2,141  
Total held-to-maturity
  $ 1,991     $ 2,141  

Expected maturities will differ from contractual maturities for mortgage related securities because the issuers of certain debt securities do have the right to call or prepay their obligations without any penalties.
 

 
9

 

The following tables show the gross unrealized losses and fair value of the Company's investments with unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at September 30, 2010 and December 31, 2009:
 

 
As of September 30, 2010
 
Less Than 12 Months
   
12 Months or Greater
   
Total
 
Description of Securities
 
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
 
   
(amounts in thousands)
 
Available-for-sale:
                                   
U.S. Government sponsored entities
  $     $     $     $     $     $  
Corporate debt obligations
                                   
Residential mortgage-backed securities and collateralized mortgage obligations
    1,097       4                   1,097       4  
Collateralized debt obligations
                3,375       1,375       3,375       1,375  
Total available-for-sale
  $ 1,097     $ 4     $ 3,375     $ 1,375     $ 4,472     $ 1,379  
                                                 
Held-to-maturity:
                                               
States and political subdivisions
  $     $     $     $     $     $  

 
As of December 31, 2009
 
Less Than 12 Months
   
12 Months or Greater
   
Total
 
Description of Securities
 
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
   
Fair
Value
   
Unrealized
Losses
 
   
(amounts in thousands)
 
Available-for-sale:
                                   
U.S. Government sponsored entities
  $ 3,225     $ 41     $     $     $ 3,225     $ 41  
Corporate debt obligations
                653       47       653       47  
Residential mortgage-backed securities and collateralized mortgage obligations
    6,289       129                   6,289       129  
Collateralized debt obligations
                585       4,166       585       4,166  
Total available-for-sale
  $ 9,514     $ 170     $ 1,238     $ 4,213     $ 10,752     $ 4,383  
                                                 
Held-to-maturity:
                                               
States and political subdivisions
  $     $     $ 610     $ 115     $ 610     $ 115  

 

 
10

 

U.S. Government Sponsored Entities: The unrealized losses on the Company’s investment in U.S. Government sponsored entities were caused by movement in interest rates. Because the Company does not intend to sell the investment and it is not more likely than not that the Company will be required to sell this investments before recovery of its amortized cost basis, which may be maturity, it does not consider the investment to be other-than-temporarily impaired at December 31, 2009.
 
Corporate Debt Obligations:  The Company’s unrealized loss on investments in corporate bonds relates to two trust preferred securities (TruPS) issued by financial institutions, totaling $1.0 million. The unrealized loss was primarily caused by an illiquid market for this sector of security.  All two issues have been rated A or above by Moody’s.  Because the Company does not intend to sell the investment and it is not more likely than not that the Company will be required to sell the investment before recovery of its amortized cost basis, which may be maturity, it does not consider the investment to be other-than-temporarily impaired at December 31, 2009.
 
Residential Mortgage-Backed Securities and Collateralized Mortgage Obligations: The unrealized losses on the Company’s investment in mortgage-backed securities were caused by movement in interest rates. The loss is attributable to two securities; one was issued by GNMA, a government agency and the other was issued by FHLMC, a government sponsored agency. Because the Company does not intend to sell the investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis, which may be maturity, it does not consider the investments in these securities to be other-than-temporarily impaired at September 30, 2010 or December 31, 2009.
 
Collateralized Debt Obligations:  CDOs are pooled securities primarily secured by trust preferred securities (TruPS), subordinated debt and surplus notes issued by small and mid-sized banks and insurance companies. These securities are generally floating rate instruments with 30-year maturities, and are callable at par by the issuer after five years. The current economic downturn has had a significant adverse impact on the financial services industry, consequently, TruPS CDOs do not have an active trading market. With the assistance of a competent third-party valuation specialist, the Company utilized the following methodology to determine the fair value:
 
Cash flows were developed based on the estimated speeds at which the trust preferred securities are expected to prepay, the estimated rates at which the trust preferred securities are expected to defer payments, the estimated rates at which the trust preferred securities are expected to default, and the severity of the losses on securities which default. Trust preferred securities generally allow for prepayment by the issuer without a prepayment penalty any time after five years. Due to the lack of new trust preferred issuances and the relatively poor conditions of the financial institution industry, a relatively modest rate of prepayment was assumed going forward. Estimates for conditional default rates (“CDR”) are based on the payment characteristics of the trust preferred securities themselves (e.g. current, deferred, or defaulted) as well as the financial condition of the trust preferred issuers in the pool. Estimates for the near-term rates of deferral and CDR are based on key financial ratios relating to the financial institutions’ capitalization, asset quality, profitability and liquidity. Finally, we consider whether or not the financial institution has received TARP funding, and if it has, the amount. Longer-term rates of deferral and defaults are based on historical averages. The estimated cash flows were than discounted. The fair value of each bond was assessed by discounting their projected cash flows by a discount rate ranging from 10% to 20%.  The discount rates were based on the yields of publicly traded TruPS and preferred stock issued by comparably rated banks.  The fair value for previous reporting periods was based on indicative market bids and resulted in much lower values due to the inactive trading market.

The underlying issuers have been analyzed, and projections have been made regarding the future performance, considering factors including defaults and interest deferrals.  The analysis indicates that the Company should expect to receive all contractual cash flows.  Because the Company does not intend to
 

 
11

 

sell the investments and it is not more likely than not that the Company will be required to sell the investments before recovery of its amortized cost basis, which may be maturity, it does not consider these investments to be other-than-temporarily impaired at September 30, 2010 or December 31, 2009.
 
Other-Than-Temporarily Impaired Debt Securities

We assess whether we intend to sell or it is more likely than not that we will be required to sell a security before recovery of its amortized cost basis less any current-period credit losses. For debt securities that are considered other-than-temporarily impaired and that we do not intend to sell and will not be required to sell prior to recovery of our amortized cost basis, we separate the amount of the impairment into the amount that is credit related (credit loss component) and the amount due to all other factors. The credit loss component is recognized in earnings and is the difference between the security’s amortized cost basis and the present value of its expected future cash flows. The remaining difference between the security’s fair value and the present value of future expected cash flows is due to factors that are not credit related and is recognized in other comprehensive income.

The present value of expected future cash flows is determined using the best estimate cash flows discounted at the effective interest rate implicit to the security at the date of purchase or the current yield to accrete an asset-backed or floating rate security. The methodology and assumptions for establishing the best estimate cash flows vary depending on the type of security. The asset-backed securities cash flow estimates are based on bond specific facts and circumstances that may include collateral characteristics, expectations of delinquency and default rates, loss severity and prepayment speeds and structural support, including subordination and guarantees. The corporate bond cash flow estimates are derived from scenario-based outcomes of expected corporate restructurings or the disposition of assets using bond specific facts and circumstances including timing, security interest and loss severity.

We have a process in place to identify debt securities that could potentially have a credit impairment that is other than temporary.  This process involves monitoring late payments, pricing levels, downgrades by rating agencies, key financial ratios, financial statements, revenue forecasts and cash flow projections as indicators of credit issues.  On a quarterly basis, we review all securities to determine whether an other-than-temporary decline in value exists and whether losses should be recognized. We consider relevant facts and circumstances in evaluating whether a credit or interest rate-related impairment of a security is other than temporary. Relevant facts and circumstances considered include: (1) the extent and length of time the fair value has been below cost; (2) the reasons for the decline in value; (3) the financial position and access to capital of the issuer, including the current and future impact of any specific events and (4) for fixed maturity securities, our intent to sell a security or whether it is more likely than not we will be required to sell the security before the recovery of its amortized cost which, in some cases, may extend to maturity and for equity securities, our ability and intent to hold the security for a period of time that allows for the recovery in value.
 
The following table presents a roll-forward of the credit loss component of the amortized cost of debt securities that we have written down for OTTI and the credit component of the loss that is recognized in earnings. OTTI recognized in earnings subsequent to adoption in 2009 for credit-impaired debt securities is presented as additions in two components based upon whether the current period is the first time the debt security was credit-impaired (initial credit impairment) or is not the first time the debt security was credit impaired (subsequent credit impairments). The credit loss component is reduced if we sell, intend to sell or believe we will be required to sell previously credit-impaired debt securities. Additionally, the credit loss component is reduced if we receive cash flows in excess of what we expected to receive over the remaining life of the credit-impaired debt security, the security matures or is fully written down. Changes in the credit loss component of credit-impaired debt securities were as follows for the nine month and three month periods ended September 30, 2010 and 2009.

 
12

 


 
For the Nine Months Ended
September 30,
 
 
2010
 
2009
 
       
 
(amounts in thousands)
 
Beginning balance
  $ 4,008     $ 2,279  
Initial credit impairment
          884  
Subsequent credit impairments
    66       654  
Reductions for amounts recognized in earnings due to intent or requirement to sell
           
Reductions for securities deemed worthless
    1,384        
Reductions for increases in cash flows expected to be collected
           
Ending balance
  $ 2,690     $ 3,817  

 
For the Three Months Ended
September 30,
 
 
2010
 
2009
 
       
 
(amounts in thousands)
 
Beginning balance
  $ 2,808     $ 3,467  
Initial credit impairment
          319  
Subsequent credit impairments
    48       31  
Reductions for amounts recognized in earnings due to intent or requirement to sell
           
Reductions for securities deemed worthless
    166        
Reductions for increases in cash flows expected to be collected
           
Ending balance
  $ 2,690     $ 3,817  

A summary of investment gains and losses recognized in income during the nine month and three month periods ended September 30, 2010 and 2009 are as follows:

   
For the Nine Months Ended
September 30,
 
   
2010
   
2009
 
             
   
(amounts in thousands)
 
Available-for-sale securities:
           
Realized gains
  $     $  
Realized (losses)
           
Other than temporary impairment
    (66 )     (1,538 )
Total available-for-sale securities
  $ (66 )   $ (1,538 )
                 
Held-to-maturity securities:
               
Realized gains
  $     $  
Realized (losses)
           
Other than temporary impairment
           
Total held-to-maturity securities
  $ 0     $ 0  

 

 
13

 


 
   
For the Three Months Ended
 September 30,
 
   
2010
   
2009
 
             
   
(amounts in thousands)
 
Available-for-sale securities:
           
Realized gains
  $     $  
Realized (losses)
           
Other than temporary impairment
    (48 )     (350 )
Total available-for-sale securities
  $ (48 )   $ (350 )
                 
Held-to-maturity securities:
               
Realized gains
  $     $  
Realized (losses)
           
Other than temporary impairment
           
Total held-to-maturity securities
  $ 0     $ 0  

During the first nine months of 2010, the Company recognized $66,000 of other-than-temporary impairment losses on available-for-sale securities, attributable to impairment charges recognized on
privately issued CMOs.

The impairment charges for the CMOs were recognized in light of significant deterioration of housing values in the residential real estate market, the significant rise in delinquencies and charge-offs of underlying mortgage loans and resulting decline in market value of the securities.

With the assistance of a competent third-party valuation specialist, the Company utilized the following methodologies to quantify the other-than-temporary-impairment. The underlying mortgage collateral was analyzed in order to project future cash flows and to calculate the credit component of the OTTI. Four major assumptions were utilized; prepayment (CPR), constant default rate (CDR), loss severity and risk adjusted discount rate. The methodologies for the four assumptions are:

CPR assumptions were based on an evaluation of the lifetime conditional prepayment rates; 3 month CPR over the most recent period, past 6 months and past 12 months; estimated prepayment rates provided by the Securities Industry & Financial Markets Association (SIFMA), forecasts from other industry experts, and judgment given the recent deterioration in credit conditions and declines in property values

CDR estimates were based on the status of the loans – current, 30-59 days delinquent, 60-89 days delinquent, 90+ days delinquent, foreclosure or REO – and proprietary loss migration models (i.e. percentage of 30 day delinquents that will ultimately migrate to default, percentage of 60 day delinquents that will ultimately migrate to default, etc.). The model assumes that the 60 day plus population will move to repossession inventory subject to the loss migration assumptions and liquidate over the next 36 months. Defaults vector from month 37 to month 48 to the month 49 CDR value and ultimately vector to zero over an extended period of time of at least 15 years.

Loss severity estimates are based on the initial loan to value ratio, the loan’s lien position, private mortgage insurance proceeds available (if any), and the estimated change in the price of the property since origination. The loss severity assumption is static for twelve months then decreases monthly based on future market appreciation. Our annual market appreciation assumption is 3.5% after 12 months. Our loss severity is subject to a floor value of 23.0%.

 
14

 

The risk adjusted discount rate was derived based on the spread from the most recent active market indication for either the instrument in question or a proxy of the instrument. The resulting spread was then used in conjunction with the swap curve to discount the expected cash flow stream.

NOTE 4.  LOANS
 
The portfolio of the loans outstanding consists of:
 
   
September 30, 2010
   
December 31, 2009
 
   
Amount
   
Percentage of Gross Loans
   
Amount
   
Percentage of Gross Loans
 
   
(amounts in thousands)
 
Commercial
  $ 25,115       4.0 %   $ 20,174       3.3 %
Real estate construction:
                               
Residential
    45,727       7.2       61,865       10.3  
Commercial
    57,436       9.1       44,726       7.4  
Real estate mortgage:
                               
Residential
    166,987       26.3       154,385       25.6  
Commercial
    322,661       50.9       309,226       51.2  
Consumer
    15,817       2.5       13,025       2.2  
Total Loans
  $ 633,743       100.0 %   $ 603,401       100.0 %
                                 

 
Loans on non-accrual were $23.3 million at September 30, 2010 and $25.5 million at December 31, 2009. Loans deemed impaired (including troubled debt restructuring – TDRs – and loans on nonaccrual) totaled $54.6 million at September 30, 2010 and $50.9 at December 31, 2009 for which the allowance for loan losses included specific reserves of $1.3 million and $3.6 million respectively as of these dates. No loans with interest past due 90 days or more were still accruing at September 30, 2010 or at December 31, 2009. The Company has created interest reserves for the purpose of making periodic and timely interest payments for borrowers that qualify.  Total loans with interest reserves were $68.3 million at September 30, 2010 and $74.8 million at December 31, 2010. On a monthly basis management reviews loans with interest reserves to assess current and projected performance and determines whether such reserves will continue to be funded.


 
15

 

Activity in the allowance for loan losses was as follows:

 
For the nine months ended September 30,
 
 
2010
 
2009
 
 
(amounts in thousands)
 
Balance at beginning of period
  $ 12,404     $ 7,777  
Provisions charged to operations
    6,401       3,200  
Charge-offs
    (5,377 )     (62 )
Recoveries
           
Balance at end of period
  $ 13,428     $ 10,915  


 
 
For the three months ended September 30,
 
 
2010
 
2009
 
 
(amounts in thousands)
 
Balance at beginning of period
  $ 14,893     $ 9,514  
Provisions charged to operations
    2,100       1,450  
Charge-offs
    (3,565 )     (49 )
Recoveries
           
Balance at end of period
  $ 13,428     $ 10,915  

 
During the quarter the Company charged-off $3.6 million, primarily residential construction loans, due to estimated collateral deficiencies on impaired loans. The Company had previously established $2.8 million in specific reserves on these loans.

Individually impaired loans were as follows:

   
September 30, 2010
   
December 31, 2009
 
   
(amounts in thousands)
 
Impaired loans with no allocated allowance for loan losses
  $ 40,917     $ 28,681  
Impaired loans with allocated allowance for loan losses
    13,705       22,681  
Total
  $ 54,622     $ 50,889  
                 
Amount of the allowance for loan losses allocated
  $ 1,296     $ 3,555  





 
16

 

NOTE 5.  REGULATORY RESTRICTIONS

The Company and the Bank are subject to various regulatory capital requirements of federal and state banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. The Company and the Bank's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.  Prompt corrective action provisions are not applicable to bank holding companies.

Quantitative measures established by regulation to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios (set forth in the following table) of total and Tier I capital (as defined in the regulations) to risk-weighted assets (as defined), and of Tier I capital (as defined) to average assets (as defined).

   
Actual
   
For Capital Adequacy Purposes
   
To be Well- Capitalized Under Prompt Corrective Action Provisions
 
Parke Bancorp, Inc.
 
Amount
   
Ratio
   
Amount
   
Ratio
   
Amount
   
Ratio
 
                                     
As of September 30, 2010
                                   
(amounts in thousands except ratios)
                                   
                                     
Total Risk Based Capital
  $ 90,802       14.0 %   $ 50,045       8 %     N/A       N/A  
(to Risk Weighted Assets)
                                               
                                                 
Tier 1 Capital
  $ 82,871       12.7 %   $ 26,023       4 %     N/A       N/A  
(to Risk Weighted Assets)
                                               
                                                 
Tier 1 Capital
  $ 82,871       12.1 %   $ 27,413       4 %     N/A       N/A  
(to Average Assets)
                                               

   
Actual
   
For Capital Adequacy Purposes
   
To be Well- Capitalized Under Prompt Corrective Action Provisions
 
Parke Bancorp, Inc.
 
Amount
   
Ratio
   
Amount
   
Ratio
   
Amount
   
Ratio
 
                                     
As of December 31, 2009
                                   
(amounts in thousands except ratios)
                                   
                                     
Total Risk Based Capital
  $ 85,394       14.3 %   $ 47,892       8 %     N/A       N/A  
(to Risk Weighted Assets)
                                               
                                                 
Tier 1 Capital
  $ 77,840       13.7 %   $ 22,674       4 %     N/A       N/A  
(to Risk Weighted Assets)
                                               
                                                 
Tier 1 Capital
  $ 77,840       11.9 %   $ 26,108       4 %     N/A       N/A  
(to Average Assets)
                                               


 
17

 


   
Actual
   
For Capital Adequacy Purposes
   
To be Well- Capitalized Under Prompt Corrective Action Provisions
 
Parke Bank
 
Amount
   
Ratio
   
Amount
   
Ratio
   
Amount
   
Ratio
 
                                     
                                     
As of September 30, 2010
                                   
(amounts in thousands except ratios)
                                   
                                     
Total Risk Based Capital
  $ 90,797       14.0 %   $ 50,928       8 %   $ 63,660       10 %
(to Risk Weighted Assets)
                                               
                                                 
Tier 1 Capital
  $ 82,866       12.8 %   $ 25,464       4 %   $ 38,196       6 %
(to Risk Weighted Assets)
                                               
                                                 
Tier 1 Capital
  $ 82,866       11.7 %   $ 27,282       4 %   $ 34,103       5 %
(to Average Assets)
                                               

 
   
Actual
   
For Capital Adequacy Purposes
   
To be Well- Capitalized Under Prompt Corrective Action Provisions
 
Parke Bank
 
Amount
   
Ratio
   
Amount
   
Ratio
   
Amount
   
Ratio