-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CgemNB0r/RNJg2fEY3neEUrq2BSsmK9HBVpWYoZMo8t+ILpv2e+kzHqvJTMOXjZj 0plK6lNhomBV2SUWzr0JHQ== 0000950123-10-008866.txt : 20100204 0000950123-10-008866.hdr.sgml : 20100204 20100204172848 ACCESSION NUMBER: 0000950123-10-008866 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100129 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100204 DATE AS OF CHANGE: 20100204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS FIRST BANCORP INC CENTRAL INDEX KEY: 0001127442 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 383573582 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32041 FILM NUMBER: 10575034 BUSINESS ADDRESS: STREET 1: 525 WATER ST CITY: PORT HURON STATE: MI ZIP: 48060 BUSINESS PHONE: 8109878300 MAIL ADDRESS: STREET 1: 525 WATER ST CITY: PORT HURON STATE: MI ZIP: 48060 8-K 1 k48826e8vk.htm FORM 8-K e8vk
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 29, 2010
Citizens First Bancorp, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware   0-32041   38-3573852
(State or other   (Commission   (I.R.S. Employer
jurisdiction of   File Number)   Identification
incorporation)       Number)
     
525 Water Street, Port Huron, Michigan   48060
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (810) 987-8300
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d—2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

ITEM 2.02: Results of Operations and Financial Condition
Citizens First Bancorp, Inc.. ( the “Company”) reported a preliminary net loss for the year ended December 31, 2009 of $124.0 million, or ($15.26) per diluted share, compared with a net loss of $58.4 million, or ($7.29) per diluted share, for the year ended December 31, 2008.
Due to continued concerns about loan quality, the Company recorded a preliminary provision for loan losses of $26.8 million for the fourth quarter ended December 31, 2009, compared with $3.4 million during the same period of 2008. For the year ended December 31, 2009, the preliminary provision stood at $93.5 million compared to $36.2 million for the year ended December 31, 2008.
As a direct result of the Company’s ongoing troubled condition, the Company’s noninterest expense has also continued to rise. Noninterest expense increased primarily due to costs associated with the Company’s nonperforming assets, including preliminary charges of $932,000 and $7.6 million for the three and twelve months ended December 31, 2009, respectively, compared with $3.4 and $6.5 million during the same periods in 2008. FDIC insurance, increased by $1.6 million and $6.6 million, respectively, compared to the three and twelve months ended December 31, 2008. Additionally, the Company has experienced increases in its expenses associated with regulatory compliance and audits, as well as legal and consulting fees.
As reported in its amended September 30, 2009, Report of Condition and Income (“Call Report”) filed on January 5, 2010, the Company’s subsidiary, CF Bancorp (the “Bank”) had a Tier 1 Leverage Ratio of 1.64% as of September 30, 2009.
As reported in its December 31, 2009 CALL Report filed January 29, 2010, the Bank had the following capital ratios as of such date:
         
Total Risk Based Capital Ratio
    0.57 %
 
       
Tier 1 Risk-Based Capital Ratio
    0.28 %
 
       
Tier 1 Leverage Ratio
    0.23 %
 
       
The Company remains unable to file its Form 10-Q for the period ended September 30, 2009 and unable to file its restated Form 10-Q for the period ended June 30, 2009. The Company will complete these filings as soon as practicable.

 


 

Regulatory Developments
The Bank is presently operating under the terms of an informal memorandum of understanding (the “MOU”) with the Federal Deposit Insurance Corporation (the “FDIC”) and the State of Michigan Office of Financial and Insurance Regulation (“OFIR”). The Bank is in violation of its capital commitments under the MOU. Due to the continued deterioration of the Bank’s capital position and the increasing asset quality problems of the Bank, the Company expects the FDIC and OFIR to pursue formal enforcement action, in the form of a consent order (the “Consent Order”), against the Bank in the immediate future. The Company expects such Consent Order to require the Bank to take action to bring its capital ratios to a level significantly in excess of the nominal levels required for a bank to be considered well capitalized under applicable bank regulatory capital regulations as well as to take actions to materially reduce the Bank’s level of non-performing assets and otherwise correct deficiencies in the operation of the Bank. Further, the Company expects that the Consent Order will require the Bank to submit a capital plan, profit plan and merger plan to the FDIC and OFIR to restore the Bank’s capital level to an acceptable level, or to merge or sell the Bank with or to another financial institution.
On December 11, 2009, management determined that an additional material charge of approximately $8 million was required for other-than-temporary impairment of its collateralized mortgage obligations being held in the investment portfolio. The impairment was related to the quarter ended September 30, 2009. On December 17, 2009 the Company filed a Form 8-K to report this impairment.
As a consequence of the financial results reported in its amended September 30, 2009 Call Report filed on January 5, 2010, the FDIC notified the Bank by letter dated January 7, 2010, that it was “critically undercapitalized” within the meaning of the Federal Deposit Insurance Act (“FDI Act”) prompt corrective action (“PCA”) capital requirements (12 U.S.C. § 1831o), and directed the Bank to submit, as required by laws and regulations, a Capital Restoration Plan (“CRP”) to the FDIC by February 18, 2010. In addition, the FDIC directed the Bank in its January 7, 2010 letter to provide the FDIC with a summary of the specific steps to be taken by management to comply with the mandatory restrictions imposed upon the Bank due to its status as a critically undercapitalized institution as required under Section 38 of the FDI Act and the FDIC’s regulations.
Under the FDI Act, depository institutions that are “critically undercapitalized” must be placed into conservatorship or receivership within 90 days of becoming critically undercapitalized, unless the institution’s primary Federal regulatory authority (here, the FDIC) determines and documents that “other action” would better achieve the purposes of PCA. If such a determination is made that such other action would better achieve the purposes of PCA and such a depository institution remains critically undercapitalized during the last quarter ending one year after the institution became critically undercapitalized, the appropriate Federal banking agency must appoint a receiver for that

 


 

institution unless it and the FDIC affirmatively can determine that, among other things, the institution has positive net worth and the agencies can certify that the depository institution is viable and not expected to fail.
The Company and the Bank are diligently continuing to work with their financial and professional advisers in seeking qualified sources of outside capital, and in achieving compliance with the requirements of the MOU and the expected formal Consent Order. There can be no assurance that the Company will be successful in obtaining outside additional capital within the time frames required by PCA. The Company and the Bank continue to consult with the FDIC and OFIR on a regular basis concerning the Company’s and Bank’s proposals to obtain outside capital and/or liquidate the Bank’s assets, and to develop action plans that will be acceptable to Federal regulatory authorities, but there can be no assurance that these actions will be successful, or that even if one or more of the Company’s and Bank’s proposals are accepted by the Company’s and Bank’s Federal regulators, that these proposals will be successfully implemented.
The preliminary consolidated balance sheets and statements of income are attached as Exhibit 99.
ITEM 7.01:
On February 4, 2010, the Company issued its results of operations and financial condition for and as of, respectively, the fiscal periods ended December 31, 2009, unaudited. The information is furnished as Exhibit No. 99.1 and incorporated herein by reference.
ITEM 9.01: Financial Statements and Exhibits
(d) Exhibits *
     
Exhibit No.   Description
 
   
99.1
  Preliminary Consolidated Balance Sheets and Statements of Income*
 
*   Exhibits furnished pursuant to Item 2.02, are not deemed filed in accordance with Item 9.01.
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 hereunto duly authorized.
         
Dated: February 4, 2010   Citizens First Bancorp, Inc.
 
 
  By:   /s/ Marshall J. Campbell    
    Marshall J. Campbell   
    Chairman, President and
Chief Executive Officer 
 

 


 

         
EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99
  Preliminary Consolidated Balance Sheets and Statements of Income*
 
*   Exhibits furnished pursuant to Item 2.02, are not deemed filed in accordance with Item 9.01.

 

EX-99.1 2 k48826exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
Citizens First Bancorp, Inc.
                 
    Unaudited        
    December 31,     December 31,  
    2009     2008  
 
               
ASSETS
               
 
               
Cash and due from depository institutions
  $ 19,182     $ 20,826  
Federal funds sold
           
Interest-bearing deposits in other depository institutions
    105,349       42,638  
 
           
Total cash and cash equivalents
    124,531       63,464  
 
               
Certificates of deposit
    320       1,571  
Securities available for sale, at fair value
    46,579       74,332  
Securities held to maturity, at book value
    191,321       250,008  
Federal Home Loan Bank stock, at cost
    31,087       31,087  
Loans held for sale
    3,218       4,310  
Loans, less allowance for loan losses of $58,424 and $26,473
    1,205,647       1,403,320  
Premises and equipment, net
    40,489       42,777  
Other intangible assets, net of amortization of $2,869 and $2,486
    1,531       1,914  
Accrued interest receivable and other assets
    71,609       87,745  
 
           
Total assets
  $ 1,716,332     $ 1,960,528  
 
           
 
               
LIABILITIES
               
Deposits:
               
Noninterest-bearing
  $ 95,198     $ 85,828  
Interest-bearing
    1,342,155       1,208,675  
 
           
Total deposits
    1,437,353       1,294,503  
 
               
Federal Home Loan Bank advances
    273,077       497,186  
Federal Reserve borrowings
          50,000  
Accrued interest payable and other liabilities
    26,008       11,131  
 
           
Total liabilities
    1,736,438       1,852,820  
 
           
STOCKHOLDERS’ EQUITY
               
Preferred stock, $.01 par value, 1,000,000 shares authorized, no shares issued and outstanding
           
Common stock, $.01 par value, 500,000,000 and 20,000,000 shares authorized, respectively, 9,526,761 shares issued
    95       95  
Additional paid-in capital
    94,384       95,041  
Retained earnings
    (53,336 )     49,235  
Accumulated other comprehensive loss
    (28,816 )     (3,653 )
Treasury stock, at cost (1,806,989 and 1,689,423 shares)
    (31,544 )     (31,541 )
Deferred compensation obligation
    3,306       3,424  
Unearned compensation — ESOP
    (4,195 )     (4,893 )
 
           
Total stockholders’ equity
    (20,106 )     107,708  
 
           
Total liabilities and stockholders’ equity
  $ 1,716,332     $ 1,960,528  
 
           

 


 

Citizens First Bancorp, Inc.
                 
    Unaudited  
    Twelve Months Ended  
    December 30,  
    2009     2008  
 
               
INTEREST INCOME
               
Loans, including fees
  $ 74,077     $ 92,266  
Federal funds sold and interest bearing deposits
    177       219  
Certificates of deposit
    16       16  
Securities:
               
Tax-exempt
    243       735  
Taxable
    26,852       24,819  
 
           
Total interest income
    101,365       118,055  
 
           
INTEREST EXPENSE
               
Deposits
    36,602       39,457  
Federal Reserve and short-term borrowings
    218       77  
FHLB advances
    13,681       24,416  
 
           
Total interest expense
    50,501       63,950  
 
           
NET INTEREST INCOME
    50,864       54,105  
PROVISION FOR LOAN LOSSES
    93,531       36,201  
 
           
NET INTEREST INCOME, after provision for loan losses
    (42,667 )     17,904  
NONINTEREST INCOME (LOSS)
               
Service charges and other fees
    2,453       3,161  
Mortgage banking activities
    5,680       3,327  
Trust fee income
    1,272       1,452  
Other than temporary impairment on securities
    (33,645 )     (44,798 )
Gain (loss) on sale of securities available for sale
    704       (152 )
Gain on sale of securities held to maturity
          590  
Other
    1,559       935  
 
           
Total noninterest income (loss)
    (21,977 )     (35,485 )
 
           
NONINTEREST EXPENSE
               
Compensation, payroll taxes and employee benefits
    20,268       20,924  
Office occupancy and equipment
    8,650       9,148  
Advertising and business promotion
    613       727  
Stationery, printing and supplies
    1,236       1,265  
Data processing
    85       83  
Professional fees
    5,986       4,593  
Core deposit intangible amortization
    383       383  
Goodwill impairment
          9,814  
Nonperforming asset cost
    7,645       6,503  
Federal Deposit Insurance Corporation premiums
    7,921       1,290  
Other
    4,826       4,670  
 
           
Total noninterest expense
    57,613       59,400  
 
           
LOSS, before federal income tax expense (benefit)
    (122,257 )     (76,981 )
Federal income tax expense (benefit)
    1,767       (18,553 )
 
           
NET LOSS
  $ (124,024 )   $ (58,428 )
 
           
LOSS PER SHARE, BASIC AND DILUTED
  $ (15.26 )   $ (7.29 )
 
           
DIVIDENDS PER SHARE
  $     $  
 
           

 

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