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TRANSACTIONS WITH RELATED PARTIES
12 Months Ended
Dec. 31, 2012
Related Party Transactions [Abstract]  
TRANSACTIONS WITH RELATED PARTIES
TRANSACTIONS WITH RELATED PARTIES
Outside of normal customer relationships, no directors or officers of the Company, no shareholders holding over 5% of the Company’s voting securities and no corporations or firms with which such persons or entities are associated currently maintain or have maintained, since the beginning of the last full fiscal year, any significant business or personal relationships with the Company or its subsidiaries, other than that which arises by virtue of such position or ownership interest in the Company or its subsidiaries, except as described in the following paragraphs.
First Services, L.P. First Services, L.P. (First Services), a limited partnership indirectly owned by the Company’s Chairman and members of his immediate family, including Mr. Michael Dierberg, Vice Chairman of the Company, provides information technology, item processing and various related services to the Company and First Bank. Fees paid under agreements with First Services were $21.1 million, $24.5 million and $26.2 million for the years ended December 31, 2012, 2011 and 2010, respectively. First Services leases information technology and other equipment from First Bank. First Services paid First Bank rental fees for the use of such equipment of $1.3 million, $1.9 million and $2.5 million during the years ended December 31, 2012, 2011 and 2010, respectively. In addition, First Services paid $1.8 million, $1.8 million and $1.9 million for the years ended December 31, 2012, 2011 and 2010, respectively, in rental payments to First Bank for occupancy of certain First Bank premises from which business is conducted.
First Services entered into an Affiliate Services Agreement with the Company and First Bank effective January 2009. The Affiliate Services Agreement relates to various services provided to First Services, including certain human resources, payroll, employee benefit and training services, accounting services, insurance services and vendor payment processing services. Fees accrued under the Affiliate Services Agreement by First Services were $183,000, $177,000 and $157,000 for the years ended December 31, 2012, 2011 and 2010, respectively.
First Brokerage America, L.L.C. First Brokerage America, L.L.C. (First Brokerage), a limited liability company indirectly owned by the Company’s Chairman and members of his immediate family, including Mr. Michael Dierberg, Vice Chairman of the Company, received approximately $4.3 million, $5.3 million and $5.0 million for the years ended December 31, 2012, 2011 and 2010, respectively, in gross commissions paid by unaffiliated third-party companies. The commissions received primarily resulted from sales of annuities, securities and other insurance products to customers of First Bank. First Brokerage paid approximately $401,000, $491,000 and $312,000 for the years ended December 31, 2012, 2011 and 2010, respectively, to First Bank in rental payments for occupancy of certain First Bank premises from which brokerage business is conducted.
Dierbergs Markets, Inc. First Bank leases certain of its in-store branch offices and automated teller machine (ATM) sites from Dierbergs Markets, Inc., a grocery store chain headquartered in St. Louis, Missouri that is owned and operated by the brother of the Company’s Chairman and members of his immediate family. Total rent expense incurred by First Bank under the lease obligation contracts was $498,000, $474,000 and $462,000 for the years ended December 31, 2012, 2011 and 2010, respectively.
First Capital America, Inc. / FB Holdings, LLC. The Company formed FB Holdings, a limited liability company organized in the state of Missouri, in May 2008. FB Holdings operates as a majority-owned subsidiary of First Bank and was formed for the primary purpose of holding and managing certain nonperforming loans and assets to allow the liquidation of such assets at a time that is more economically advantageous to First Bank and to permit an efficient vehicle for the investment of additional capital by the Company’s sole owner of its Class A and Class B preferred stock. First Bank contributed cash of $9.0 million and nonperforming loans and assets with a fair value of approximately $133.3 million and FCA, a corporation owned by the Company’s Chairman and members of his immediate family, including Mr. Michael Dierberg, Vice Chairman of the Company, contributed cash of $125.0 million to FB Holdings during 2008. As a result, First Bank owned 53.23% and FCA owned the remaining 46.77% of FB Holdings as of December 31, 2012. The contribution of cash by FCA is reflected as a component of stockholders’ equity in the consolidated balance sheets and, consequently, increased the Company’s and First Bank’s regulatory capital ratios under then-existing regulatory guidelines, subject to certain limitations.
FB Holdings receives various services provided by First Bank, including loan servicing and special assets services as well as various other financial, legal, human resources and property management services. Fees paid under the agreement by FB Holdings to First Bank were $124,000, $194,000 and $321,000 for the years ended December 31, 2012, 2011 and 2010, respectively.
Investors of America Limited Partnership. In March 2011, the Company entered into a $5.0 million Credit Agreement with Investors of America, LP, as further described in Note 11 to the consolidated financial statements. Investors of America, LP is a Nevada limited partnership that was created by and for the benefit of the Company’s Chairman and members of his immediate family, including Mr. Michael Dierberg, Vice Chairman of the Company. There were no balances outstanding under this Credit Agreement during the period from its inception in March 2011 to its maturity date on December 31, 2012.
On March 20, 2013, the Company entered into a New Credit Agreement with Investors of America, LP, as further described in Note 25 to the consolidated financial statements.
Loans to Directors and/or their Affiliates. First Bank has had in the past, and may have in the future, loan transactions in the ordinary course of business with its directors and/or their affiliates. These loan transactions have been made on the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with unaffiliated persons and, except as described below, did not involve more than the normal risk of collectability or present other unfavorable features. Loans to directors, their affiliates and executive officers of the Company were $9.1 million and $23.4 million at December 31, 2012 and 2011, respectively. First Bank does not extend credit to its officers or to officers of the Company, except extensions of credit secured by mortgages on personal residences, loans to purchase automobiles, personal credit card accounts and deposit account overdraft protection under a plan whereby a credit limit has been established in accordance with First Bank’s standard credit criteria.
Loans to directors, their affiliates and executive officers of the Company at December 31, 2011 included a $15.6 million multi-family real estate loan to a limited liability company which was 50% owned by the brother-in-law of Mr. Douglas H. Yaeger, a director of the Company. The loan had been paid as agreed and was not reported as past due, nonaccrual or restructured as of December 31, 2011. However, based on current economic and financial considerations, management had classified this loan as special mention in the Company’s loan watch list as of December 31, 2011. On September 28, 2012, the then current balance of $15.4 million was repaid in full.
Loans to directors, their affiliates and executive officers of the Company at December 31, 2011 also included two credit relationships aggregating $1.2 million to companies which were approximately 16% owned by the brother-in-law of Mr. Yaeger, including a $328,000 credit relationship that was 60 - 89 days past due. Both loans had been classified by management as problem loans in the Company’s loan watch list as of December 31, 2011 and were subsequently placed on nonaccrual status during 2012. On December 14, 2012, First Bank sold these nonaccrual loans for an aggregate purchase price of $785,000 to a company partially owned by the brother-in-law of Mr. Yaeger.
Depositary Accounts of Directors and/or their Affiliates. Certain directors and/or their affiliates maintain funds on deposit with First Bank in the ordinary course of business. These deposit transactions include demand, savings and time accounts, and have been established on the same terms, including interest rates, as those prevailing at the time for comparable transactions with unaffiliated persons.