0001144204-12-037343.txt : 20120629 0001144204-12-037343.hdr.sgml : 20120629 20120629161939 ACCESSION NUMBER: 0001144204-12-037343 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20111231 FILED AS OF DATE: 20120629 DATE AS OF CHANGE: 20120629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CASCADE BANCORP CENTRAL INDEX KEY: 0000865911 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 931034484 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23322 FILM NUMBER: 12936286 BUSINESS ADDRESS: STREET 1: 1100 N W WALL ST STREET 2: P O BOX 369 CITY: BEND STATE: OR ZIP: 97709 BUSINESS PHONE: 5413856205 MAIL ADDRESS: STREET 1: 1100 NW WALL STREET STREET 2: P.O. BOX CITY: BEND STATE: OR ZIP: 97709 11-K 1 v317316_11k.htm FORM 11-K

 

 

  

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 11-K

 

  

xANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (No fee required)

 

For the fiscal year ended: December 31, 2011

 

 

¨TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (No fee required)

 

For the transition period from to _____

  

Commission file number: 0-23322

  

A.Full title of the plan and the address of the plan, if different from that of the issuer named below:

 

Cascade Bancorp

Employees’ 401(k) Profit Sharing Plan

  

 

B.Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

Cascade Bancorp

1100 N.W. Wall Street

Bend, Oregon 97701

 

 

 

 
 

 

REQUIRED INFORMATION

 

 

ITEM 1.FINANCIAL STATEMENTS AND SCHEDULES

 

These statements and schedules are listed below in the Table of Contents.

 

ITEM 2.EXHIBITS

 

23.1  Consent of DELAP LLP
32.1  Certification of Executive Vice President/Chief Human Resources Officer

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.

 

      Cascade Bancorp  
    Employees’ 401(k) Profit Sharing Plan  
      (Name of Plan)  
         
         
Date: June 29, 2012   By: /s/ Peggy L. Biss  
      Cascade Bancorp  
      Plan Administrator  

 

 
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

FINANCIAL STATEMENTS

AND

SUPPLEMENTAL SCHEDULE

 

Years ended December 31, 2011 and 2010

 

 
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

TABLE OF CONTENTS

 

Years ended December 31, 2011 and 2010

  

Report of Independent Registered Public Accounting Firm 1
   
Financial Statements  
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4-12
   
Supplemental Schedule  
Schedule H, Line 4i – Schedule of Assets (Held at End of Year) 13

 

 
 

 

REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

 

To the Trustees of the

Cascade Bancorp Employees'

401(k) Profit Sharing Plan

 

We have audited the accompanying statements of net assets available for benefits of the Cascade Bancorp Employees' 401(k) Profit Sharing Plan (the Plan) as of December 31, 2011 and 2010, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2011 and 2010, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

 

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

 

/s/ Delap LLP

 

Lake Oswego, Oregon

June 28, 2012

 

 
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

 

December 31, 2011 and 2010

 

   2011   2010 
ASSETS          
           
Investments at fair value          
Shares of registered investment companies  $16,054,177   $17,173,490 
Common and collective trust fund   2,562,712    2,263,907 
Corporate common stock - Cascade Bancorp Stock Fund   528,229    794,099 
Total investments at fair value   19,145,118    20,231,496 
           
Notes receivable from participants   416,770    401,586 
Total assets   19,561,888    20,633,082 
           
LIABILITIES          
           
Excess contributions payable   4,002    37,680 
Net assets reflecting investments at fair value   19,557,886    20,595,402 
Adjustment from fair value to contract value for fully benefit- responsive investment contracts   4,107    54,720 
           
Net assets available for benefits  $19,561,993   $20,650,122 

  

The accompanying notes are an integral part of the financial statements.

 

2
 

  

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

 

Years Ended December 31, 2011 and 2010

 

   2011   2010 
         
Additions to net assets attributed to          
Investment income (loss)          
Net appreciation (depreciation) in fair value of investments  $(1,006,543)  $2,095,967 
Interest and dividends on investments   300,179    294,589 
Total investment income (loss) - net   (706,364)   2,390,556 
Interest income on notes receivable from participants   19,151    15,187 
           
Contributions          
Participant salary deferrals   1,220,225    1,192,123 
Participant rollovers   114,675    3,543 
Employer   239,626    - 
Total contributions   1,574,526    1,195,666 
Total additions   887,313    3,601,409 
           
Deductions from net assets attributed to          
Benefits paid to participants   1,974,962    2,630,612 
Administrative expenses   480    - 
Total deductions   1,975,442    2,630,612 
Net increase (decrease)   (1,088,129)   970,797 
           
Net assets available for benefits          
Beginning of year   20,650,122    19,679,325 
End of year  $19,561,993   $20,650,122 

  

The accompanying notes are an integral part of the financial statements.

 

3
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

1.Description of the Plan

 

The following description of the Cascade Bancorp Employees’ 401(k) Profit Sharing Plan (the Plan) provides only general information. Reference should be made to the Plan document for a more complete description of the Plan’s provisions.

 

General

 

The Plan is a defined contribution plan covering substantially all employees of Cascade Bancorp and its subsidiary, Bank of the Cascades (collectively, “the Employer”), who have completed 30 days of service and are at least 18 years of age. The Plan is subject to the applicable provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).

 

The Plan is administered by a committee designated by the Employer. The Hartford Financial Services Group, Inc. (The Hartford) is the custodian for the Plan’s investments (except for the Cascade Bancorp Stock Fund). Reliance Trust Company (Reliance) is the custodian for the Plan’s investment in the Cascade Bancorp Stock Fund. The Hartford and Reliance are collectively referred to as “the Custodian.” National Associates, Inc. N.W. (National) and Hartford Retirement Services, LLC (Hartford Retirement) provide plan administration services. National and Hartford Retirement are collectively referred to as “the Plan Administrator.”

 

Automatic enrollment

 

Employees who are eligible to participate in the Plan are automatically enrolled in the Plan and deemed to have elected a deferral rate of 3% of their annual compensation unless they affirmatively elect not to participate or elect a different deferral rate.

 

Contributions

 

The Plan includes a salary deferral provision which provides for both pre-tax contributions and after-tax Roth 401(k) contributions. Each participant may elect to contribute to the Plan a portion of his or her total annual compensation up to the maximum allowed under the Internal Revenue Code (the IRC). Such contributions are withheld from compensation as payroll deductions and are paid to the Plan by the Employer. Participants may also contribute certain amounts representing distributions from other qualified defined benefit or defined contribution plans (i.e., rollover contributions). At the Employer’s discretion, the Employer may make matching and/or profit sharing contributions up to the maximum allowed under the IRC. Participants must be employed on the last day of the Plan year and meet all other eligibility requirements to receive their share of the Employer’s profit sharing contribution for that respective year, if any. Participants must also meet certain eligibility requirements to receive their share of any Employer matching contributions; however, Employer matching contributions are calculated and allocated to eligible participants on a payroll-by-payroll basis. For the period from January 1, 2010 through June 30, 2011, the Employer made no matching contributions. Effective July 1, 2011, the Employer began making matching contributions equal to 100% of each participant’s contributions up to a maximum Employer contribution of 3% of the participant’s eligible compensation. Matching contributions aggregated $239,626 for the year ended December 31, 2011. There were no matching contributions for the year ended December 31, 2010. There were no discretionary profit sharing contributions for the years ended December 31, 2011 and 2010. The Employer’s contributions, if any, would be funded on or before the filing of the Employer’s annual tax return.

 

4
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

1.Description of the Plan (Continued)

 

Based upon the results of non-discrimination testing required by ERISA, it was determined that certain participants contributed amounts to the Plan which were in excess of the non-discriminatory limits for the years ended December 31, 2011 and 2010. The excess amounts totaled $4,002 and $37,680 for the years ended December 31, 2011 and 2010, respectively, and are reflected as excess contributions payable in the accompanying statements of net assets available for benefits and as a reduction of participant salary deferrals in the accompanying statements of changes in net assets available for benefits. Such amounts were refunded to the applicable participants in March 2012 and 2011, respectively.

 

Participants’ accounts

 

A separate account is maintained for each participant of the Plan. Each participant’s account is credited (charged) with the participant’s contributions and allocations of (a) the Employer’s matching contributions (if any), (b) the Employer’s profit sharing contributions (if any), and (c) the Plan’s net earnings (losses), and may be charged with an allocation of certain administrative expenses.

 

A participant’s share of the Employer’s profit sharing contributions would be allocated based upon the participant’s proportionate share of the total compensation (as defined in the Plan document) paid during the year to all participants in the Plan. Earnings (losses) for each investment fund are allocated to the participant accounts based on the individual participant’s account balance as compared to the related fund’s total balance. All forfeitures may be used by the Employer to pay expenses of the Plan. Any forfeitures not used to pay Plan expenses will be used to offset any remaining Employer contributions that have not yet been paid to the Plan for that year or, if there are no such remaining Employer contributions, such amounts will be allocated to eligible participants’ accounts. Participant accounts forfeited during the years ended December 31, 2011 and 2010 were $75,560 and $92,671, respectively. As of December 31, 2011 and 2010, there were $76,068 and $89,801, respectively, of unallocated forfeitures available to pay future expenses of the Plan or to reduce future Employer contributions. During the years ended December 31, 2011 and 2010, previously unallocated forfeitures of $89,801 and $46,029, respectively, were allocated to eligible participants’ accounts. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

 

Vesting

 

Participants are immediately vested in their elective contributions, all rollovers from other qualified plans, and the actual earnings (losses) on these contributions and rollovers. These amounts cannot be forfeited for any reason. Vesting in the participants’ share of the Employer’s contributions and the actual earnings (losses) thereon is based on years of credited service, as follows:

 

Years of   Vesting  
credited service   percentage  
Less than 2   0 %
2   20 %
3   40 %
4   70 %
5 or more   100 %

 

5
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

1.Description of Plan (Continued)

 

Participants earn one year of credited service for each calendar year in which the participant is credited with 1,000 hours of service, as defined by the Plan. In addition, upon death, disability, normal retirement at age 65 or older, or early retirement at age 55 and five years of service, participants become fully vested in their share of the Employer’s contributions and the actual earnings (losses) thereon.

 

Notes receivable from participants

 

Participants may elect to borrow a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of the vested total of their account balance, reduced by their highest outstanding loan balance in the preceding 12 months. Participant borrowings are evidenced by notes and are secured by up to 50% of the total vested balance in the participant’s account. The notes receivable generally are repayable over a maximum of five years and bear interest at a rate commensurate with local prevailing rates – as determined monthly by the Plan administrator – which is fixed at the time of the note. Principal and interest payments are paid through payroll deductions. The interest rates on participant notes receivable outstanding as of December 31, 2011 ranged from 4.25% to 9.25%.

 

Benefits

 

Upon retirement, death, disability, or separation of service, participants (or their beneficiaries) may elect to receive part or all of the balance in their accounts in a lump-sum payment in accordance with the appropriate provisions of the IRC and applicable state laws. Upon separation of service, if a participant’s vested account balance is $1,000 or less, the Employer may direct the Plan to automatically distribute the participant’s vested account balance in a lump-sum. Also, hardship withdrawals of participants’ contributions are allowed under certain circumstances as described in the Plan document.

 

Administrative expenses

 

At the Employer’s discretion, all expenses of the Plan incurred in 2010 have been paid directly by the Employer. Effective January 1, 2011, each participant that has terminated service with the Employer for reasons other than normal retirement – and that has an individual account balance at December 31 – will be assessed an annual fixed fee of $15 for administrative expenses which will be deducted from the individual participant’s account.  In addition, effective July 1, 2011, each participant that has terminated service with the Employer will be assessed a fixed fee of $40 for each benefit distribution; such fixed fee will be deducted from the individual participant’s account.  

 

2.Summary of Significant Accounting Policies

 

Basis of accounting

 

The financial statements of the Plan have been prepared on the accrual basis of accounting.

 

6
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

2.Summary of Significant Accounting Policies (Continued)

 

Use of estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

 

Investment valuation

 

The Plan’s investments in shares of registered investment companies and the Cascade Bancorp Stock Fund are stated at fair value. The Plan’s common and collective trust fund is invested in the Fixed Fund - Institutional (the Fixed Fund) – a trust established by SEI Trust Company – which consists primarily of fully benefit-responsive investment contracts. In accordance with GAAP, investment contracts held by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts, because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. Accordingly, the accompanying statements of net assets available for benefits present the fair value of the Fixed Fund, as well as the adjustment of the Fixed Fund from fair value to contract value. The accompanying statements of changes in net assets available for benefits are prepared on a contract value basis. See Note 4 for a discussion of fair value measurements.

 

Income recognition

 

Salary deferral contributions from the participants are accrued in the period in which they are deducted from wages in accordance with compensation deferral agreements. Participant rollover contributions are recorded when they are received by the Plan. Employer matching contributions approved by the Employer’s Board of Directors (the Board) are accrued as earned by the participants. Employer profit sharing contributions are accrued in the period in which they are approved by the Board.

 

The change in fair value of the Plan’s investments from one year to the next is recorded as net appreciation (depreciation) in fair value of investments in the accompanying statements of changes in net assets available for benefits. Net appreciation (depreciation) in fair value of investments also includes realized gains and losses on such investments during the year.

 

Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Purchases and sales of investments are recorded on a trade-date basis.

 

Payment of benefits

 

Benefits are recorded when paid. As of December 31, 2011 there were no amounts allocated to participants who had elected to withdraw from the Plan but had not been paid. As of December 31, 2010, there was $35,495 allocated to participants who had elected to withdraw from the Plan but had not yet been paid.

 

7
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

2.Summary of Significant Accounting Policies (Continued)

 

Excess contributions payable

 

Excess contributions payable represent contributions that need to be returned to certain active participants in order to satisfy the relevant non-discrimination provisions of the Plan.

 

3.Investments

 

All investments are participant-directed. As of December 31, 2011, 17 registered investment companies, the Fixed Fund, and the Cascade Bancorp Stock Fund were available as investment options. Participants should refer to the investment funds’ prospectuses for a complete description of the individual investment funds.

 

The following table presents investments that represent 5% or more of the Plan’s net assets available for benefits as of December 31, 2011 and 2010:

 

   2011   2010 
Common and collective trust fund          
Fixed Fund (at contract value)  $2,566,819   $2,318,627 
Shares of registered investment companies          
T. Rowe Price Retirement 2020 Advantage   2,010,248    2,112,894 
MFS Research International Fund R3   1,651,110    1,906,501 
American Funds Growth Fund of America R3   1,404,063    1,646,491 
Davis New York Venture Fund A   1,346,557    1,524,441 
MFS Bond Fund R3   1,243,144    1,134,682 
T. Rowe Price Retirement 2040 Advantage   1,191,566    1,243,893 
MFS Utilities Fund R3   1,164,201    1,229,436 
T. Rowe Price Retirement 2010 Advantage   1,029,617    1,078,448 
T. Rowe Price Retirement 2030 Advantage    *     1,210,527 
           
* Investment did not exceed 5% of net assets available for benefits as of December 31, 2011.  

 

During the years ended December 31, 2011 and 2010, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in fair value as follows:

 

   2011   2010 
           
Shares of registered investment companies  $(631,953)  $1,828,122 
Cascade Bancorp Stock Fund   (374,590)   267,845 
   $(1,006,543)  $2,095,967 

 

8
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

4.Fair Value Measurements

 

GAAP defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements. The hierarchy of fair value valuation techniques under GAAP provides for three levels: Level 1 provides the most reliable measure of fair value, whereas Level 3, if applicable, generally would require significant management judgment. The three levels for categorizing assets and liabilities under GAAP’s fair value measurement requirements are as follows:

 

Level 1 – Fair value of the asset or liability is determined using unadjusted quoted prices in active markets for identical assets or liabilities;

 

Level 2 – Fair value of the asset or liability is determined using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and

 

Level 3 – Fair value of the asset or liability is determined using unobservable inputs that are significant to the fair value measurement and reflect the Plan’s own assumptions regarding the applicable asset or liability.

 

An asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.

 

The following is a description of the valuation methodologies used for the Plan’s assets measured at fair value on a recurring basis, including the general classification of such instruments pursuant to the valuation hierarchy. There have been no changes to the methodologies used as of December 31, 2011 and 2010.

 

Shares of registered investment companies

 

These investments are mutual funds which are valued at quoted market prices, which represent the net asset value (NAV) of shares held by the Plan at year end. The NAV is based on the value of the underlying assets owned by the fund, less its liabilities, divided by the number of shares outstanding. The NAV is an unadjusted quoted price in an active market and is classified within Level 1 of the valuation hierarchy.

 

9
 

 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

4.Fair Value Measurements (Continued)

 

Common and collective trust fund (Fixed Fund)

 

According to management of the Fixed Fund, the Fixed Fund primarily invests in a variety of investment contracts such as guaranteed investment contracts (GICs) issued by insurance companies and other financial institutions, and other investment products (synthetic GICs and collective investment trusts) with similar characteristics.  Traditional GICs are backed by the general account of the issuer. The Fixed Fund deposits a lump sum with the issuer and receives a guaranteed interest rate for a specified time. The issuer guarantees that all qualified participant withdrawals will occur at contract value (principal plus accrued interest). GICs generally do not permit issuers to terminate the agreement prior to the scheduled maturity date.  A synthetic GIC is an investment contract issued by an insurance company or bank, backed primarily by a portfolio of bonds that are owned by the Fixed Fund. These assets – which underlie wrapper contracts – are maintained separate from the contract issuer’s general assets, usually by a third party custodian. The wrapper contracts are obligated to provide an interest rate not less than zero. The issuer guarantees that all qualified participant withdrawals will occur at contract value.

 

All investment contracts held by the Fixed Fund as of December 31, 2011 and 2010 are fully benefit-responsive.  The fair value of the Fixed Fund is based on the quoted contract values of units owned by the Plan and is classified within Level 2 of the valuation hierarchy.

 

Cascade Bancorp Stock Fund

 

The Cascade Bancorp Stock Fund consists primarily of common stock of the Employer, and certain cash and cash equivalents. The value of the Employer common stock is based on the closing price reported on the NASDAQ stock market and is classified within Level 1 of the valuation hierarchy.

 

The methods above may produce fair value calculations that may not be indicative of net realizable value or reflective of future fair values.  Furthermore, although management believes that the valuation methods used by the Plan are appropriate and consistent with those used by other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in different fair value measurements as of the reporting date.

 

 

10
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

 

4.Fair Value Measurements (Continued)

 

The following are the Plan’s assets measured at fair value on a recurring basis as of December 31, 2011 and 2010:

 

   Level 1   Level 2   Level 3   Total 
2011                    
Shares of registered investment companies                    
Asset allocation  $5,468,333   $-   $-   $5,468,333 
Domestic equities - Growth   2,683,747    -    -    2,683,747 
Domestic equities - Blend   2,001,584    -    -    2,001,584 
Domestic equities - Value   1,842,058    -    -    1,842,058 
Global/International   1,651,110    -    -    1,651,110 
Domestic equities - Utilities   1,164,201    -    -    1,164,201 
Intermediate-term bond   1,243,144    -    -    1,243,144 
    16,054,177    -    -    16,054,177 
                     
Common and collective trust fund   -    2,562,712    -    2,562,712 
Corporate common stock -                    
Cascade Bancorp Stock Fund   528,229    -    -    528,229 
Total  $16,582,406   $2,562,712   $-   $19,145,118 
                     
2010                    
Shares of registered investment companies                    
Asset allocation  $5,954,210   $-   $-   $5,954,210 
Domestic equities - Growth   3,008,659    -    -    3,008,659 
Domestic equities - Value   2,094,459    -    -    2,094,459 
Global/International   1,906,501    -    -    1,906,501 
Domestic equities - Blend   1,845,543    -    -    1,845,543 
Domestic equities - Utilities   1,229,436    -    -    1,229,436 
Intermediate-term bond   1,134,682    -    -    1,134,682 
    17,173,490    -    -    17,173,490 
                     
Common and collective trust fund   -    2,263,907    -    2,263,907 
Corporate common stock -                    
Cascade Bancorp Stock Fund   794,099    -    -    794,099 
Total  $17,967,589   $2,263,907   $-   $20,231,496 

 

5.Related Party Transactions

 

A portion of the Plan’s assets are invested in the common stock of the Employer. Consequently, transactions involving these investments qualify as party-in-interest transactions. In addition, the Employer is the sponsor of the Plan and paid substantially all of the Plan’s expenses during the years ended December 31, 2011 and 2010, and certain of the Plan’s trustees are participants in the Plan.

 

11
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

NOTES TO FINANCIAL STATEMENTS

 

Years Ended December 31, 2011 and 2010

 

6.Plan Termination

 

Although it has not expressed any intent to do so, the Employer has the right under the Plan to discontinue its contributions at any time and to terminate the Plan, subject to the provisions of ERISA. In the event of the Plan’s termination, participants would become fully vested in their accounts.

 

7.Income tax status

 

The Employer has adopted a non-standardized Prototype Defined Contribution Plan and Trust (the Prototype Plan) developed by National. The Internal Revenue Service (IRS) has determined and informed the Employer by a letter dated July 8, 2010, that the Plan and related trust are designed in accordance with the applicable sections of the IRC. In addition, the IRS has determined and informed National by a letter dated March 31, 2008, that the Prototype Plan is designed in accordance with the applicable sections of the IRC. Although the Plan has been amended since receiving the determination letters, the plan administrator and the Plan’s legal counsel believe that the Plan is designed and currently being operated in compliance with the applicable requirements of the IRC. Therefore, they believe that the Plan was qualified and the related trust was tax-exempt as of December 31, 2011 and 2010. Consequently, no provision for income taxes has been included in the accompanying financial statements.

 

GAAP requires the plan administrator to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS.  The plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2011 and 2010, there are no uncertain tax positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the accompanying financial statements.  The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.  The plan administrator believes that the Plan is no longer subject to income tax examinations for years prior to 2008.

 

8.Risks and Uncertainties

 

The Plan invests in various investment instruments which are exposed to certain risks such as interest rate, market, and credit risks. Due to the level of risk associated with the Plan’s investments, it is at least reasonably possible that changes in the values of the Plan’s investments will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the accompanying financial statements and supplemental schedule. For risks regarding investments in the common stock of the Employer – which is the primary investment held by the Cascade Bancorp Stock Fund – participants should refer to the Cascade Bancorp Annual Report on Form 10-K for the year ended December 31, 2011.

.

12
 

 

CASCADE BANCORP EMPLOYEES’

401(k) PROFIT SHARING PLAN

 

SCHEDULE H, LINE 4i – SCHEDULE OF ASSETS (HELD AT END OF YEAR)

EIN: 93-1034484

PLAN: 001

 

December 31, 2011

 

(a)   (b)
Identity of issue,borrower, lessor,
or similar party
  (c)
Description of investment
  (d)
cost
  (e)
Current
value
COMMON AND COLLECTIVE TRUST FUND            
    SEI Trust Company   Fixed Fund - Institutional   *    $      2,562,712
                 
SHARES OF REGISTERED INVESTMENT COMPANIES        
    T. Rowe Price Retirement Funds, Inc.   T. Rowe Price Retirement 2020 Advantage   *            2,010,248
    MFS Investment Management   MFS Research International Fund R3   *            1,651,110
    American Funds   American Funds Growth Fund of America R3   *            1,404,063
    Davis Funds   Davis New York Venture Fund A   *            1,346,557
    MFS Investment Management   MFS Bond Fund R3   *            1,243,144
    T. Rowe Price Retirement Funds, Inc.   T. Rowe Price Retirement 2040 Advantage   *            1,191,566
    MFS Investment Management   MFS Utilities Fund R3   *            1,164,201
    T. Rowe Price Retirement Funds, Inc.   T. Rowe Price Retirement 2010 Advantage   *            1,029,617
    T. Rowe Price Retirement Funds, Inc.   T. Rowe Price Retirement 2030 Advantage   *               889,685
    MFS Investment Management   MFS Value Fund R3   *               864,437
    Prudential   Prudential Jennison Mid Cap Growth A   *               706,694
    The Dreyfus Corporation   Dreyfus Basic S&P 500 Stock Index Fund A   *               655,026
    American Beacon Advisors, Inc.   American Beacon Small-Cap Value Fund I   *               577,899
    Columbia Management   Columbia Acorn Fund A   *               572,990
    Goldman Sachs   Goldman Sachs Mid Cap Value Fund A   *               399,723
    T. Rowe Price Retirement Funds, Inc.   T. Rowe Price Retirement 2050 Advantage   *               304,142
    T. Rowe Price Retirement Funds, Inc.   T. Rowe Price Retirement Income Advantage   *                  43,075
                       16,054,177
CORPORATE COMMON STOCK             
**   Cascade Bancorp   Cascade Bancorp Stock Fund   *               528,229
                 
PARTICIPANT NOTES RECEIVABLE            
**   Notes Receivable from Participants   Participant notes receivable with interest        
        fixed at prime lending rate plus        
        1.00% at time of borrowing        
        (4.25% - 9.25%)   -               416,770
                 
        Total investments at fair value              19,561,888
                 
        Adjustment from fair value to contract value        
            for fully benefit-responsive investment contracts                    4,107
        Total investments        $   19,565,995

 

 
*Cost omitted for participant-directed investments.
**A party-in-interest as defined by ERISA.

 

The accompanying notes and report of independent registered public accounting firm

should be read with the supplemental schedule.

  

13

EX-23.1 2 v317316_ex23-1.htm EXHIBIT 23.1

 

 

 

 

 

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

We consent to the incorporation by reference in the Registration Statement (No. 333-70390) on Form S-8 pertaining to the Cascade Bancorp Employees’ 401(k) Profit Sharing Plan of our report dated June 28, 2012, with respect to the financial statements and supplemental schedule of the Cascade Bancorp Employees’ 401(k) Profit Sharing Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2011.

 

/s/ Delap LLP

 

Lake Oswego, Oregon

June 28, 2012

 

 
 

EX-32.1 3 v317316_ex32-1.htm EXHIBIT 32.1

 

Exhibit 32.1

 

Certification Required by 18 U.S.C. Section 1350

(as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)

 

 

 

 

In connection with the Annual Report of the Cascade Bancorp Employees’ 401(k) Profit Sharing Plan (the “Plan”) on Form 11-K for the year ended December 31, 2011, as filed with the Securities and Exchange Commission on June 29, 2012 (the “Report”), I, Peggy L. Biss, Executive Vice President/Chief Human Resources Officer of Cascade Bancorp (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 to my knowledge:

 

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

 

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

 

Dated:  June 29, 2012   /s/ Peggy L. Biss  
      Peggy L. Biss  
    Executive Vice President/  
      Chief Human Resource Officer