-----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, C6DBkIKBsZ3KP4X/n/jsk4EeUCALPCGXtK5xzFAiC8GK2s10ZxWzTRAEnCT0ssW6 wg2zGWGGzNqNBaDdHSJcgQ== 0001193125-07-109585.txt : 20070510 0001193125-07-109585.hdr.sgml : 20070510 20070510111800 ACCESSION NUMBER: 0001193125-07-109585 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20070331 FILED AS OF DATE: 20070510 DATE AS OF CHANGE: 20070510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PAMRAPO BANCORP INC CENTRAL INDEX KEY: 0000854071 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 222984813 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-18014 FILM NUMBER: 07835612 BUSINESS ADDRESS: STREET 1: 611 AVE C CITY: BAYONNE STATE: NJ ZIP: 07002 BUSINESS PHONE: 2013394600 MAIL ADDRESS: STREET 2: 611 AVENUE C CITY: BAYONNE STATE: NY ZIP: 07002 10-Q 1 d10q.htm FORM 10-Q Form 10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 10-Q

 


(Mark One)

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

For the quarterly period ended March 31, 2007

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 Number 0-18014

 


PAMRAPO BANCORP, INC.

(Exact name of registrant as specified in its charter)

 


 

NEW JERSEY   22-2984813

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification Number)

 

611 Avenue C, Bayonne, New Jersey   07002
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code 201-339-4600

 


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.  x    Yes  ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  ¨    Accelerated filer  x    Non-accelerated filer  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ¨  Yes    x  No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Common stock, $.01 par value per share – 4,975,542 shares outstanding as of May 10, 2007.

 



PAMRAPO BANCORP, INC.

AND SUBSIDIARIES

INDEX

 

    

Page

Number

PART I - FINANCIAL INFORMATION

  
Item 1:    Financial Statements    1
   Consolidated Statements of Financial Condition at March 31, 2007 and December 31, 2006 (Unaudited)    1
   Consolidated Statements of Income for the Three Months Ended March 31, 2007 and 2006 (Unaudited)    2
   Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2007 and 2006 (Unaudited)    3
   Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2007 and 2006 (Unaudited)    4
   Notes to Consolidated Financial Statements    5
Item 2:    Management’s Discussion and Analysis of Financial Condition and Results of Operations    7
Item 3:    Quantitative and Qualitative Disclosures About Market Risk    12
Item 4:    Controls and Procedures    13
PART II - OTHER INFORMATION   
Item 1:    Legal Proceedings    14
Item 1A:    Risk Factors    14
Item 2:    Unregistered Sales of Equity Securities and Use of Proceeds    14
Item 3:    Defaults Upon Senior Securities    14
Item 4:    Submission of Matters to a Vote of Security Holders    14
Item 5:    Other Information    15
Item 6:    Exhibits    15
SIGNATURES   


PART I – FINANCIAL INFORMATION

 

ITEM 1. Financial Statements

PAMRAPO BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Unaudited)

 

     

March 31,

2007

    December 31,
2006
 

ASSETS

    

Cash and amounts due from depository institutions

   $ 3,682,530     $ 4,557,390  

Interest-bearing deposits in other banks

     24,391,282       8,789,549  
                

Total cash and cash equivalents

     28,073,812       13,346,939  

Securities available for sale

     1,138,630       1,169,620  

Investment securities held to maturity; estimated fair value of $9,672,000 (2007)

     9,137,111       9,167,703  

and $9,599,000 (2006)

    

Mortgage-backed securities held to maturity; estimated

     135,853,973       141,053,489  

fair value of $132,093,000 (2007) and $136,449,000 (2006)

    

Loans receivable, net of allowance for loan losses of $2,825,867 (2007) and $2,650,679 (2006)

     448,793,527       454,859,315  

Premises and equipment

     3,688,011       3,730,636  

Federal Home Loan Bank of New York stock

     5,496,100       5,721,100  

Interest receivable

     3,062,631       2,894,089  

Other assets

     4,647,514       4,617,307  
                

Total assets

   $ 639,891,309     $ 636,560,198  
                

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Liabilities:

    

Deposits

   $ 477,767,893     $ 469,941,066  

Advances from Federal Home Loan Bank of New York

     96,000,000       101,000,000  

Advance payments by borrowers for taxes and insurance

     3,668,584       3,654,164  

Other liabilities

     3,770,237       3,397,222  
                

Total liabilities

     581,206,714       577,992,452  
                

Stockholders’ equity:

    

Preferred stock; authorized 3,000,000 shares; issued and outstanding – none

     —         —    

Common stock; par value $.01; authorized 25,000,000 shares; 6,900,000 shares issued; 4,975,542 shares outstanding, (2007) and (2006)

     69,000       69,000  

Paid-in capital in excess of par value

     19,339,615       19,339,615  

Retained earnings

     64,018,059       63,936,702  

Accumulated other comprehensive (loss)

     (1,563,375 )     (1,598,867 )

Treasury stock, at cost; 1,924,458 shares

     (23,178,704 )     (23,178,704 )
                

Total stockholders’ equity

     58,684,595       58,567,746  
                

Total liabilities and stockholders’ equity

   $ 639,891,309     $ 636,560,198  
                

See notes to consolidated financial statements.

 

- 1 -


PAMRAPO BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

 

     Three Months Ended
March 31,
     2007    2006

Interest income:

     

Loans

   $ 7,343,534    $ 6,943,039

Mortgage-backed securities

     1,581,348      1,943,779

Investments

     169,821      209,777

Other interest-earning assets

     235,134      131,898
             

Total interest income

     9,329,837      9,228,493
             

Interest expense:

     

Deposits

     3,275,352      2,443,199

Advances

     1,133,814      1,081,770
             

Total interest expense

     4,409,166      3,524,969
             

Net interest income

     4,920,671      5,703,524

Provision for loan losses

     195,000      —  
             

Net interest income after provision for loan losses

     4,725,671      5,703,524
             

Non-interest income:

     

Fees and service charges

     300,711      314,820

Miscellaneous

     363,955      246,221
             

Total non-interest income

     664,666      561,041
             

Non-interest expenses:

     

Salaries and employee benefits

     1,935,840      1,811,688

Net occupancy expense of premises

     296,670      300,433

Equipment

     319,361      341,685

Advertising

     56,718      63,189

Professional fees

     139,268      169,807

Miscellaneous

     693,462      667,369
             

Total non-interest expenses

     3,441,319      3,354,171
             

Income before income taxes

     1,949,018      2,910,394

Income taxes

     723,286      1,098,595
             

Net income

   $ 1,225,732    $ 1,811,799
             

Net income per common shares:

     

Basic

   $ 0.25    $ 0.36
             

Diluted

   $ 0.25    $ 0.36
             

Dividends per common share

   $ 0.23    $ 0.23
             

Weighted average number of common shares and common stock equivalents outstanding:

     

Basic

     4,975,542      4,975,542
             

Diluted

     4,981,275      4,980,944
             

See notes to consolidated financial statements.

 

- 2 -


PAMRAPO BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

 

     Three Months Ended
March 31,
 
     2007     2006  

Net income

   $ 1,225,732     $ 1,811,799  
                

Other comprehensive income (loss), net of income taxes:

    

Gross unrealized holding gain (loss) on securities available for sale

     5,223       (30,867 )

Benefit plans

     64,360       —    

Deferred income taxes

     (27,845 )     12,600  
                

Other comprehensive income (loss)

     41,738       (18,267 )
                

Comprehensive income

   $ 1,267,470     $ 1,793,532  
                

See notes to consolidated financial statements.

 

- 3 -


PAMRAPO BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

    

Three Months Ended

March 31,

 
     2007     2006  

Cash flows from operating activities:

    

Net income

   $ 1,225,732     $ 1,811,799  

Adjustments to reconcile net income to cash provided by operating activities:

    

Depreciation of premises and equipment

     150,331       139,518  

Amortization of premiums and discounts, net

     86,740       30,725  

Accretion of deferred loan fees, net

     47,298       67,316  

Provision for loan losses

     195,000       —    

(Increase) in interest receivable

     (168,542 )     (116,324 )

Decrease in other assets

     2,362       314,083  

Increase in other liabilities

     381,161       360,236  
                

Net cash provided by operating activities

     1,920,082       2,607,353  
                

Cash flow from investing activities:

    

Principal repayments on securities available for sale

     25,767       52,322  

Purchases of securities available for sale

     —         (15,930 )

Principal repayments on mortgage-backed securities held to maturity

     5,143,368       6,476,784  

Net change in loans receivable

     5,823,490       (5,169,070 )

Additions to premises and equipment

     (107,706 )     (95,683 )

Redemption of Federal Home Loan Bank of New York stock

     225,000       130,500  
                

Net cash provided by investing activities

     11,109,919       1,378,923  
                

Cash flows from financing activities:

    

Net increase in deposits

     7,826,827       1,593,530  

Proceeds from advances from Federal Home Loan Bank of New York

     —         4,000,000  

Repayment of advances from Federal Home Loan Bank of New York

     (5,000,000 )     (6,900,000 )

Net decrease in other borrowed money

     —         (9,680 )

Net increase in payments by borrowers for taxes and insurance

     14,420       139,590  

Cash dividends paid

     (1,144,375 )     (1,144,375 )

Purchase of treasury stock

     —         (132,000 )

Sale of treasury stock

     —         110,460  
                

Net cash provided by (used in) financing activities

     1,696,872       (2,342,475 )
                

Net increase in cash and cash equivalents

     14,726,873       1,643,801  

Cash and cash equivalents - beginning

     13,346,939       8,570,081  
                

Cash and cash equivalents - ending

   $ 28,073,812     $ 10,213,882  
                

Supplemental information:

    

Cash paid during the period for:

    

Interest on deposits and borrowings

   $ 4,426,505     $ 3,521,586  
                

Income taxes

   $ —       $ —    
                

See notes to consolidated financial statements.

 

- 4 -


1. PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of Pamrapo Bancorp, Inc. (the “Company”) and its wholly owned subsidiaries, Pamrapo Savings Bank, SLA (the “Bank”), Pamrapo Service Corporation, Inc. and Pamrapo Investment Company, Inc. The Company’s business is conducted principally through the Bank. All significant intercompany accounts and transactions have been eliminated in consolidation.

2. BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with instructions for Form 10-Q and Regulation S-X. Accordingly, they do not include information or footnotes necessary for a complete presentation of financial condition, results of operations, and cash flows. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the consolidated financial statements have been included. The results of operations for the three months ended March 31, 2007, are not necessarily indicative of the results which may be expected for the entire fiscal year. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2006 Annual Report to Shareholders and incorporated by reference into the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006.

3. NET INCOME PER COMMON SHARE

Basic net income per common share is based on the weighted average number of common shares actually outstanding. Diluted net income per share is calculated by adjusting the weighted average number of shares of common stock outstanding to include the effect of contracts or securities exercisable or convertible into common stock, if dilutive, using the treasury stock method.

4. RETIREMENT PLANS - COMPONENTS OF NET PERIODIC PENSION COST

 

     Pension Plan     Supplemental Executive
Retirement Plan
     Three Months
Ended March 31,
   

Three Months

Ended March 31,

     2007     2006     2007     2006
     (In Thousands)     (In Thousands)

Service cost

   $ 64     $ 64     $ —       $ —  

Interest cost

     122       108       30       33

Expected return on plan assets

     (148 )     (137 )     —         —  

Amortization of unrecognized net loss/(gain)

     47       54       (1 )     —  

Unrecognized past service liability

     4       4       13       23
                              

Net periodic benefit expense

   $ 89     $ 93     $ 42     $ 56
                              

 

- 5 -


5. CRITICAL ACCOUNTING POLICIES

We consider accounting policies involving significant judgments and assumptions by management that have, or could have, a material impact on the carrying value of certain assets and liabilities or on income or expense to be critical accounting policies. Material estimates that are particularly susceptible to significant changes relate to the determination of the allowance for loan losses. Determining the amount of the allowance for loan losses necessarily involves a high degree of judgment. Management reviews the level of the allowance on a quarterly basis, at a minimum, and establishes the provision for loan losses based on the composition of the loan portfolio, delinquency levels, loss experience, economic conditions, and other factors related to the collectibility of the loan portfolio. Since there has been no material shift in loan portfolio, the level of the allowance for loan losses has changed primarily due to changes in the size of the loan portfolio and the level of nonperforming loans. We have allocated the allowance among categories of loan types as well as classification status at each period-end date. Assumptions and allocation percentages based on loan types and classification status have been consistently applied. Management regularly evaluates various risk factors related to the loan portfolio, such as type of loan, underlying collateral and payment status, and the corresponding allowance allocation percentages.

Although we believe that we use the best information available to establish the allowance for loan losses, future additions to the allowance may be necessary based on estimates that are susceptible to change as a result of changes in economic conditions and other factors. In addition, the regulatory authorities, as an integral part of their examinations process, periodically review our allowance for loan losses. Such agencies may require us to recognize adjustments to the allowance based on their judgment about information available to them at the time of their examinations.

6. RECENT ACCOUNTING PRONOUNCEMENTS

In March 2007, the FASB ratified EITF Issue No. 06-11, “Accounting for Income Tax Benefits of Dividends on Share-Based Payment Awards.” EITF 06-11 requires companies to recognize the income tax benefit realized from dividends or dividend equivalents that are charged to retained earnings and paid to employees for nonvested equity-classified employee share-based payment awards as an increase to additional paid-in capital. EITF 06-11 is effective for fiscal years beginning after September 15, 2007. The Company does not expect EITF 06-11 will have a material impact on its financial position, results of operations or cash flows.

In March 2007, the FASB ratified Emerging Issues Task Force Issue No. 06-10 “Accounting for Collateral Assignment Split-Dollar Life Insurance Agreements” (EITF 06-10). EITF 06-10 provides guidance for determining a liability for the postretirement benefit obligation as well as recognition and measurement of the associated asset on the basis of the terms of the collateral assignment agreement. EITF 06-10 is effective for fiscal years beginning after December 15, 2007. The Company is currently assessing the impact of EITF 06-10 on its consolidated financial position and results of operations.

 

- 6 -


ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This Form 10-Q may include certain forward-looking statements based on current management expectations. The actual results of the Company could differ materially from those management expectations. Factors that could cause future results to vary from current management expectations include, but are not limited to, general economic conditions, legislative and regulatory changes, monetary and fiscal policies of the federal government, changes in tax policies, rates and regulations of federal, state and local tax authorities, changes in interest rates, deposit flows, the cost of funds, demand for loan products, demand for financial services, competition, changes in the quality or composition of loan and investment portfolios of the Bank, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental and technological factors affecting the Company’s operations, markets, products, services and prices.

Changes in Financial Condition

The Company’s assets at March 31, 2007 totaled $639.9 million, which represents an increase of $3.3 million as compared with $636.6 million at December 31, 2006.

Total cash and cash equivalents at March 31, 2007, increased $14.8 million to $28.1 million when compared with $13.3 million at December 31, 2006. The increase during the three months ended March 31, 2007, resulted primarily from an increase in interest bearing deposits in other banks.

Securities available for sale at March 31, 2007, decreased $31,000 or 2.65% to $1.14 million when compared with $1.17 million at December 31, 2006. The decrease during the three months ended March 31, 2007, resulted primarily from repayments on securities available for sale of $26,000, and a decrease in net unrealized gain of $5,000.

Investment securities held to maturity at March 31, 2007, remained unchanged at $9.1 million when compared with December 31, 2006. Mortgage-backed securities held to maturity at March 31, 2007 decreased $5.2 million or 3.7% to $135.9 million when compared with $141.1 million at December 31, 2006. During the three months ended March 31, 2007, repayments of mortgage-backed securities held to maturity amounted to $5.1 million.

Net loans amounted to $448.8 million at March 31, 2007, as compared to $454.9 million at December 31, 2006, which represents a decrease of $6.1 million or 1.3%. The decrease during the three months ended March 31, 2007 resulted primarily from principal repayments exceeding loan originations.

Deposits at March 31, 2007 totaled $477.8 million as compared with $469.9 million at December 31, 2006, representing an increase of $7.9 million or 1.7%.

Advances from the Federal Home Loan Bank of New York (“FHLB”) amounted to $96.0 million at March 31, 2007 as compared with $101.0 million at December 31, 2006. The decrease during the three months ended March 31, 2007 resulted from repayments on advances from the FHLB-NY of $5.0 million.

 

- 7 -


Stockholders’ equity totaled $58.7 million and $58.6 million at March 31, 2007, and December 31, 2006, respectively. The increase of $100,000 for the three months ended March 31, 2007 resulted primarily from net income of $1.2 million, partially offset by cash dividends paid of $1.1 million.

Comparison of Operating Results for the Three Months Ended March 31, 2007 and 2006

Net income decreased $586,000 or 32.3% to $1.2 million for the three months ended March 31, 2007, compared with $1.8 million for the same 2006 period. The decrease in net income during the 2007 period resulted from increases in total interest expense, provision for loan losses and non-interest expenses partially offset by increases in total interest income and non-interest income and a decrease in income taxes.

Interest income on loans increased by $400,000 or 5.8% to $7.3 million during the three months ended March 31, 2007, when compared with $6.9 million for the same 2006 period. The increase during the 2007 period resulted from an increase of $15.7 million in the average balance of loans outstanding, and an increase of thirteen basis points in the yield earned on loans. Interest on mortgage-backed securities decreased $363,000 or 18.7% to $1.6 million during the three months ended March 31, 2007, when compared with $1.9 million for the same 2006 period. The decrease during the 2007 period resulted from a decrease of $25.4 million or 15.44% in the average balance of mortgage-backed securities outstanding, along with an eighteen basis point decrease in the yield earned on the mortgage-backed securities. Interest earned on investment securities decreased by $40,000 or 19.05% to $170,000 for the three months ended March 31, 2007, when compared to $210,000 during the same 2006 period. The decrease during the 2007 period resulted from a decrease of $3.2 million or 24.68% in the average balance of the investment securities portfolio, which more than offset an increase of forty-nine basis points in the yield earned on the investment securities portfolio from 6.55% to 7.04%. Interest on other interest-earning assets increased by $103,000 or 78.27% to $235,000 during the three months ended March 31, 2007, when compared to $132,000 during the same 2006 period. The increase during the 2007 period resulted from an increase of three-hundred-five basis points in the yield earned on the other interest-earning assets portfolio from 3.91% in to 6.96% in, while the average balance of the other interest-earning assets portfolio remained unchanged.

Interest expense on deposits increased $832,000 or 34.1% to $3.3 million during the three months ended March 31, 2007, when compared to $2.4 million during the same 2006 period. Such increase was primarily attributable to an increase of eighty-two basis points in the cost of interest-bearing deposits, which was sufficient to offset a decrease of $6.4 million or 1.47% in the average balance of interest-bearing deposits. Interest expense on advances increased by $52,000 or 4.8% to $1.13 million during the three months ended March 31, 2007, when compared with $1.08 million during the same 2006 period, primarily due to a fifty-one basis point increase in the cost of advances, which more than offset a decrease of $7.1 million in the average balance of advances outstanding.

Net interest income decreased $783,000 or 13.7% during the three months ended March 31, 2007 when compared with the same 2006 period. Such decrease was due to an increase in total interest expense of $884,000, sufficient to offset an increase in total interest income of $102,000. The Bank’s net interest rate spread was 2.72% in 2007 when compared with 3.27% during the same 2006 period. An increase of nineteen basis points in the yield on interest-earning assets was offset by a seventy-four basis point increase in the cost of interest-bearing liabilities.

During the three months ended March 31, 2007 and 2006, the Bank provided $195,000 and $0, respectively, as a provision for loan losses. The allowance for loan losses is based on management’s evaluation of the risk inherent in its loan portfolio and gives due consideration to the changes in general

 

- 8 -


market conditions and in the nature and volume of the Bank’s loan activity. The Bank intends to continue to provide for loan losses based on its periodic review of the loan portfolio and general market conditions. At March 31, 2007 and 2006, the Bank’s non-performing loans, which were delinquent ninety days or more, totaled $3.9 million or 0.61% of total assets and $1.2 million or 0.19% of total assets, respectively. At March 31, 2007, $3.2 million of non-performing loans were accruing interest and $700,000 were on nonaccrual status. The non-performing loans primarily consist of one-to-four family mortgage loans. During the three months ended March 31, 2007 and 2006, the Bank charged off loans aggregating $20,000 and $87,000, respectively. The allowance for loan losses amounted to $2.8 million at March 31, 2007, representing 0.63% of total loans and 72.61% of loans delinquent ninety days or more, and $2.7 million at March 31, 2006, representing 0.60% of total loans and 219.61% of loans delinquent ninety days or more.

Non-interest income increased $104,000 or 18.5% to $665,000 during the three months ended March 31, 2007, from $561,000 during the same 2006 period, which resulted from an increase in miscellaneous income of $118,000 partially offset by a decrease in fees and service charges of $14,000.

Non-interest expenses increased slightly by $87,000 to $3.441 million during the three months ended March 31, 2007, when compared with $3.354 million during the same 2006 period. Salaries and employee benefits and miscellaneous expenses increased $124,000 and $26,000, respectively, which was sufficient to offset decreases in net occupancy, equipment, advertising, and professional fees of $4,000, $22,000, $6,000 and $31,000, respectively, during the 2007 period when compared with the same 2006 period.

Income taxes totaled $723,000 and $1.1 million during the three months ended March 31, 2007 and 2006, respectively. The decrease during the 2007 period resulted from a decrease in pre-tax income of $961,000.

Liquidity and Capital Resources

The Bank is required by Office of Thrift Supervision (the “OTS”) regulations to maintain sufficient liquidity to ensure the Bank’s safe and sound operation. The Bank’s liquidity averaged 2.53% during the month of March 2007. The Bank adjusts its liquidity levels in order to meet funding needs for deposit outflows, payment of real estate taxes from escrow accounts on mortgage loans, repayment of borrowings, when applicable, and loan funding commitments. The Bank also adjusts its liquidity level as appropriate to meet its asset/liability objectives.

The Bank’s primary sources of funds are deposits, amortization and prepayments of loans and mortgage-backed securities, FHLB advances, maturities of investment securities and funds provided from operations. While scheduled loan and mortgage-backed securities amortization and maturing investment securities are a relatively predictable source of funds, deposit flow and loan and mortgage-backed securities prepayments are greatly influenced by market interest rates, economic conditions and competition.

The Bank’s liquidity, represented by cash and cash equivalents, is a product of its operating, investing and financing activities.

Cash was generated by operating activities during the three months ended March 31, 2007 and 2006. The primary source of cash was net income. Cash dividends paid during the three months ended March 31, 2007 and 2006, amounted to $1.1 million, respectively.

 

- 9 -


The primary sources of investing activities are lending and the purchase of mortgage-backed securities. Loans receivable amounted to $448.8 million and $454.9 million at March 31, 2007 and December 31, 2006, respectively. Securities available for sale totaled $1.14 million and $1.17 million at March 31, 2007 and December 31, 2006, respectively. Mortgage-backed securities held to maturity totaled $135.9 million and $141.1 million at March 31, 2007, and December 31, 2006, respectively. In addition to funding new loan production and mortgage-backed securities purchases through operating and financing activities, such activities were funded by principal repayments on existing loans and mortgage-backed securities.

Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally invested in short-term investments, such as federal funds and interest-bearing deposits. If the Bank requires funds beyond its ability to generate them internally, borrowing agreements exist with the FHLB which provide an additional source of funds. At March 31, 2007, advances from the FHLB amounted to $96.0 million.

The Bank anticipates that it will have sufficient funds available to meet its current loan commitments. At March 31, 2007, the Bank had outstanding commitments to originate loans of $10.9 million. Certificates of deposit scheduled to mature in one year or less at March 31, 2007, totaled $216.0 million. Management believes that, based upon its experience and the Bank’s deposit flow history, a significant portion of such deposits will remain with the Bank.

Under OTS regulations, three separate measurements of capital adequacy (the “Capital Rule”) are required. The Capital Rule requires each savings institution to maintain tangible capital equal to at least 1.5% and core capital equal to at least 4.0% of its adjusted total assets. The Capital Rule further requires each savings institution to maintain total capital equal to at least 8.0% of its risk-weighted assets.

 

- 10 -


The following table sets forth the Bank’s capital position at March 31, 2007, as compared to the minimum regulatory capital requirements (dollars in thousands):

 

     Actual     Minimum Capital
Requirements
   

To Be Well

Capitalized

Under Prompt

Corrective

Actions Provisions

 
     Amount    Ratio     Amount    Ratio     Amount    Ratio  

Total Capital

   $ 58,706    16.10 %   $ 29,177    8.00 %   $ 36,471    10.00 %

(to risk-weighted assets)

               

Tier 1 Capital

     55,890    15.32 %     —      —         21,883    6.00 %

(to risk-weighted assets)

               

Core (Tier 1) Capital

     55,890    8.73 %     25,610    4.00 %     32,013    5.00 %

(to adjusted total assets)

               

Tangible Capital

     55,890    8.73 %     9,604    1.50 %     

(to adjusted total assets)

               

Contractual Obligations and Off-Balance Sheet Arrangements

The following table sets forth the Bank’s contractual obligations and commercial commitments at March 31, 2007:

 

Contractual Obligations

  

Total

   Payment Due By Period
     

One Year

or Less

   More Than One
Year Through
Three Years
   More Than
Three Years
Through Five
Years
   More Than
Five Years
     (In Thousands)

FHLB-NY advances

   $ 96,000    $ 12,000    $ 33,000    $ 33,000    $ 18,000

Certificates of deposit

     239,143      216,013      20,268      2,562      300

Lease obligations

     2,322      394      554      505      869
                                  

Total

   $ 337,465    $ 228,407    $ 53,822    $ 36,067    $ 19,169
                                  

In the normal course of business, the Bank enters into off-balance sheet arrangements consisting of commitments to fund mortgage loans and lines of credit secured by real estate. The following table presents these off-balance sheet arrangements at March 31, 2007.

 

- 11 -


Off-Balance Sheet

Arrangements

  

Total

   Commitment Expiration By Period
     

One Year

or Less

   More Than One
Year Through
Three Years
   More Than
Three Years
Through Five
Years
   More Than
Five Years
     (In Thousands)

To originate loans

   $ 10,879    $ 10,879    $ —      $ —      $ —  

Unused lines of credit

     11,102      11,102      —        —        —  

Letters of credit

     1,088      1,001      87      —        —  
                                  

Total

   $ 23,069    $ 22,982    $ 87    $ —      $ —  
                                  

 

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk

Management of Interest Rate Risk. The ability to maximize net interest income is largely dependent upon the achievement of a positive interest rate spread that can be sustained during fluctuations in prevailing interest rates. Interest rate sensitivity is a measure of the difference between amounts of interest-earning assets and interest-bearing liabilities that either reprice or mature within a given period of time. The difference, or the interest rate repricing “gap”, provides an indication of the extent to which an institution’s interest rate spread will be affected by changes in interest rates. A gap is considered positive when the amount of interest-rate sensitive assets exceeds the amount of interest-rate sensitive liabilities, and is considered negative when the amount of interest rate sensitive liabilities exceeds the amount of interest-rate sensitive assets. Generally, during a period of rising interest rates, a negative gap within shorter maturities would adversely affect net interest income, while a positive gap within shorter maturities would result in an increase in net interest income, and during a period of falling interest rates, a negative gap within shorter maturities would result in an increase in net interest income while a positive gap within shorter maturities would result in a decrease in net interest income.

Because the Bank’s interest-bearing liabilities that mature or reprice within short periods exceed its interest-earning assets with similar characteristics, material and prolonged increases in interest rates generally would adversely affect net interest income, while material and prolonged decreases in interest rates generally would have a positive effect on net interest income.

The Bank’s current investment strategy is to maintain an overall securities portfolio that provides a source of liquidity and that contributes to the Bank’s overall profitability and asset mix within given quality and maturity considerations established and maintained by the Bank’ Investment and Interest Rate Committees. Securities classified as available for sale provide management with the flexibility to make adjustments to the portfolio given changes in the economic or interest rate environment, to fulfill unanticipated liquidity needs, or to take advantage of alternative investment opportunities.

Net Portfolio Value. The Bank’s interest rate sensitivity is monitored by management through the use of the OTS model which estimates the change in the Bank’s net portfolio value (“NPV”) over a range of interest rate scenarios. NPV is the present value of expected cash flows from assets, liabilities, and off-balance sheet contracts. The NPV ratio, under any interest rate scenario, is defined as the NPV in that scenario divided by the market value of assets in the same scenario. The OTS produces its analysis based upon data submitted on the Bank’s quarterly Thrift Financial Reports. The following table sets forth the Bank’s NPV as of December 31, 2006, the most recent date the Bank’s NPV was calculated by the OTS.

 

- 12 -


Change in

Interest Rates

in Basis Points

(Rate Shock)

   NPV    

NPV as

Percent of Portfolio
Value of Assets

 
   Amount    Dollar
Change
    Percent
Change
    NPV
Ratio
    Change In
Basis Points
 
     (Dollars in Thousands)  

 300

   $ 31,728    $ (51,200 )   (62 )%   5.24 %   (722 )

 200

     48,887      (34,040 )   (41 )%   7.82 %   (464 )

 100

     66,341      (16,587 )   (20 )%   10.28 %   (219 )

     0

     82,928      —       —   %   12.46 %   —    

-100

     96,165      13,237     16 %   14.10 %   163  

-200

     105,896      22,969     28 %   15.21 %   275  

Certain shortcomings are inherent in the methodology used in the above interest rate risk measurements. Modeling changes in NPV require the making of certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the NPV model presented assumes that the composition of the Bank’s interest sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and also assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration to maturity or repricing of specific assets and liabilities. Accordingly, although the NPV measurements and net interest income models provide an indication of the Bank’s interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on the Bank’s net interest income and will differ from actual results.

 

ITEM 4. Controls and Procedures

As of the end of the period covered by this report, based on an evaluation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 as amended (“Exchange Act”)), the Chief Executive Officer and the Chief Financial Officer of the Company have concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in its Exchange Act reports is recorded, processed, summarized and reported within the applicable time periods specified by the SEC’s rules and forms.

There were no changes in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

- 13 -


PART II – OTHER INFORMATION

 

ITEM 1. Legal Proceedings

Neither the Company nor the Bank is involved in any pending legal proceedings other than routine legal proceedings occurring in the ordinary course of business, which involve amounts in the aggregate believed by management to be immaterial to the financial condition of the Company and the Bank.

 

ITEM 1A. Risk Factors

There have not been any material changes from the risk factors previously disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006.

 

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table contains information about the Company’s purchases of its equity securities during the first quarter of 2007.

Issuer Purchases of Equity Securities

 

Period

   Total Number
of Shares
Purchased
   Average Price
Paid per
Share
   Total Number
of Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs
  

Maximum
Number of Shares
that

May Yet Be
Purchased Under
the Plans or
Programs (1)(2)

January 1, 2007 to January 31, 2007

   —      —      —      —  

February 1, 2007 to February 28, 2007

   —      —      —      —  

March 1, 2007 to March 31, 2007

   —      —      —      —  
                 

Total

   —      —      —      41,465
                 

(1) As of March 31, 2007.
(2) The Company’s share repurchase program that authorized the Company to purchase up to 256,000 shares of common stock was announced on August 22, 2000.

 

ITEM 3. Defaults Upon Senior Securities

Not applicable.

 

ITEM 4. Submission of Matters to a Vote of Security Holders

None.

 

- 14 -


ITEM 5. Other Information

None.

 

ITEM 6. Exhibits

The following Exhibits are filed as part of this report.

 

3.1.1   Certificate of Incorporation of Pamrapo Bancorp, Inc.1
3.1.2   Certificate of Amendment to Certificate of Incorporation of Pamrapo Bancorp, Inc.2
3.2   Bylaws of Pamrapo Bancorp, Inc.1
4   Stock Certificate of Pamrapo Bancorp, Inc.3
10.1   Employment Agreement between Pamrapo Savings Bank, S.L.A. and William J. Campbell.3 *
10.2   Employment Agreement between Pamrapo Bancorp, Inc. and William J. Campbell.3 *
10.3   Special Termination Agreement (Russo). 3 *
10.4   Change in Control Agreement by and between Pamrapo Bancorp, Inc. and Kenneth D. Walter.4 *
10.5   Outside Director Consultation and Retirement Plan. 5
10.6   Pamrapo Bancorp, Inc. 2003 Stock-Based Incentive Plan.6
11   Computation of earnings per share (filed herewith).
31.1   Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
31.2   Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
32.1   Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
32.2   Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

1

Incorporated herein by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2000, filed on March 30, 2001.

2

Incorporated herein by reference to the Quarterly Report on Form 10-Q for the quarter ended September 30, 2003, filed on November 12, 2003.

3

Incorporated herein by reference to the Registration Statement on Form S-1 (Registration No. 33-30370), as amended, filed on August 8, 1989.

4

Incorporated herein by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2001, filed on March 27, 2002.

5

Incorporated herein by reference to the Annual Report on Form 10-K for the fiscal year ended December 31, 2005, filed on March 16, 2006.

6

Incorporated herein by reference to the 2003 Annual Meeting Proxy Statement, filed on March 31, 2003.

* Management contract or compensatory plan or arrangement.

 

- 15 -


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.

 

    PAMRAPO BANCORP, INC.
Date: May 10, 2007     By  

/s/ William J. Campbell

      William J. Campbell
      President and Chief Executive Officer
Date: May 10, 2007     By:  

/s/ Kenneth D. Walter

      Kenneth D. Walter
      Vice President and Chief Financial Officer
EX-11 2 dex11.htm COMPUTATION OF EARNINGS PER SHARE Computation of Earnings Per Share

Exhibit 11

PAMRAPO BANCORP, INC. AND SUBSIDIARIES

STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE

 

    

Three Months
Ended

March 31, 2007

Income available to common stockholders

   $ 1,225,732

Weighted average shares outstanding

     4,975,542

Basic earnings per share

   $ 0.25

Income for diluted earnings per share

   $ 1,225,732

Total weighted average common shares and equivalents outstanding for diluted computation

     4,981,275

Diluted earnings per share

   $ 0.25
EX-31.1 3 dex311.htm SECTION 302 CEO CERTIFICATION Section 302 CEO Certification

Exhibit 31.1

CERTIFICATION

I, William J. Campbell, certify that:

 

  1. I have reviewed this Quarterly Report on Form 10-Q of Pamrapo Bancorp, Inc.;

 

  2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

  3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the period presented in this report.

 

  4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

  (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

  (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

  (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

  5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

  (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: May 10, 2007

 
 

/s/ William J. Campbell

  William J. Campbell
  Chief Executive Officer
EX-31.2 4 dex312.htm SECTION 302 CFO CERTIFICATION Section 302 CFO Certification

Exhibit 31.2

CERTIFICATION

I, Kenneth D. Walter, certify that:

 

  1. I have reviewed this Quarterly Report on Form 10-Q of Pamrapo Bancorp, Inc.;

 

  2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

  3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the period presented in this report.

 

  4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

  (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

  (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

  (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

  (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

  5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

  (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: May 10, 2007

 
 

/s/ Kenneth D. Walter

  Kenneth D. Walter
  Chief Financial Officer
EX-32.1 5 dex321.htm SECTION 906 CEO CERTIFICATION Section 906 CEO Certification

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Pamrapo Bancorp, Inc. (the “Company”) on Form 10-Q for the period ending March 31, 2007 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, William J. Campbell, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

  (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

/s/ William J. Campbell

 
William J. Campbell  
Chief Executive Officer  

May 10, 2007

EX-32.2 6 dex322.htm SECTION 906 CFO CERTIFICATION Section 906 CFO Certification

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Pamrapo Bancorp, Inc. (the “Company”) on Form 10-Q for the period ending March 31, 2007 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kenneth D. Walter, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

  (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

/s/ Kenneth D. Walter

Kenneth D. Walter
Chief Financial Officer

May 10, 2007

-----END PRIVACY-ENHANCED MESSAGE-----