UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2017
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: 001-34403
Territorial Bancorp Inc.
(Name of Registrant as Specified in its Charter)
Maryland |
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26-4674701 |
(State or Other Jurisdiction of |
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(I.R.S. Employer |
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1132 Bishop Street, Suite 2200, Honolulu, Hawaii |
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96813 |
(Address of Principal Executive Office) |
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(Zip Code) |
(808) 946-1400
(Registrant’s Telephone Number including area code)
Securities Registered pursuant to Section 12(b) of the Act:
Common Stock, par value $0.01 per share
(Title of Class)
The NASDAQ Stock Market LLC
(Name of exchange on which registered)
Securities Registered Under Section 12(g) of the Exchange Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES ☐ NO ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 of 15(d) of the Act. YES ☐ NO ☒
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 reports), and (2) has been subject to such requirements for the past 90 days.
YES ☒ NO ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by a check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ☐ |
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Accelerated filer ☒ |
Non-accelerated filer ☐ |
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Smaller reporting company ☐ |
Emerging growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided persuant to Section 13(a) of the Exchange Act ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) ☐ YES ☒ NO
The aggregate value of the voting common equity held by nonaffiliates of the registrant, computed by reference to the closing price of the registrant’s shares of common stock as of June 30, 2017 ($31.19) was $266.0 million.
As of February 28, 2018, there were 9,731,022 shares outstanding of the registrant’s common stock.
DOCUMENTS INCORPORATED BY REFERENCE
None.
TERRITORIAL BANCORP INC.
FORM 10-K/A
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52 |
Territorial Bancorp Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-K/A to its Annual Report on Form 10-K to re-file Item 8 of Part II of the Form 10-K, to include the signature and final date of the Report of Independent Registered Public Accounting Firm, which were inadvertently omitted from the previous filing.
1
2
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of
Territorial Bancorp, Inc.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Territorial Bancorp, Inc. and subsidiaries (the “Company”) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2017, and the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework 2013 issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2017 and 2016, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2017, in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework 2013 issued by COSO.
Basis for Opinions
The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
3
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Moss Adams LLP
Portland, Oregon
March 15, 2018
We have served as the Company’s auditor since 2015.
4
TERRITORIAL BANCORP INC. AND SUBSIDIARIES
Consolidated Balance Sheets
December 31, 2017 and 2016
(Dollars in thousands, except share data)
|
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December 31, |
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December 31, |
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2017 |
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2016 |
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ASSETS |
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|
|
Cash and cash equivalents |
|
$ |
32,089 |
|
$ |
61,273 |
|
Investment securities available for sale |
|
|
2,851 |
|
|
— |
|
Investment securities held to maturity, at amortized cost (fair value of $406,663 and $407,922 at December 31, 2017 and December 31, 2016, respectively) |
|
|
404,792 |
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|
407,656 |
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Loans held for sale |
|
|
403 |
|
|
1,601 |
|
Loans receivable, net |
|
|
1,488,971 |
|
|
1,335,987 |
|
Federal Home Loan Bank stock, at cost |
|
|
6,541 |
|
|
4,945 |
|
Federal Reserve Bank stock, at cost |
|
|
3,103 |
|
|
3,095 |
|
Accrued interest receivable |
|
|
5,142 |
|
|
4,732 |
|
Premises and equipment, net |
|
|
5,721 |
|
|
4,327 |
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Bank-owned life insurance |
|
|
44,201 |
|
|
43,294 |
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Income taxes receivable |
|
|
1,571 |
|
|
122 |
|
Deferred income tax assets, net |
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|
4,609 |
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|
7,905 |
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Prepaid expenses and other assets |
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|
3,852 |
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|
2,625 |
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Total assets |
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$ |
2,003,846 |
|
$ |
1,877,562 |
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|
|
|
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
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Liabilities: |
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|
|
|
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Deposits |
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$ |
1,597,295 |
|
$ |
1,493,200 |
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Advances from the Federal Home Loan Bank |
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|
107,200 |
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|
69,000 |
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Securities sold under agreements to repurchase |
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30,000 |
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|
55,000 |
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Accounts payable and accrued expenses |
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|
26,390 |
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|
23,258 |
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Income taxes payable |
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|
1,483 |
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|
1,616 |
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Advance payments by borrowers for taxes and insurance |
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|
6,624 |
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|
5,702 |
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Total liabilities |
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1,768,992 |
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1,647,776 |
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Stockholders’ Equity: |
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|
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|
|
|
|
Preferred stock, $0.01 par value; authorized 50,000,000 shares, no shares issued or outstanding |
|
|
— |
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— |
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Common stock, $0.01 par value; authorized 100,000,000 shares; issued and outstanding 9,915,058 and 9,778,974 shares at December 31, 2017 and December 31, 2016, respectively |
|
|
99 |
|
|
98 |
|
Additional paid-in capital |
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73,050 |
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71,914 |
|
Unearned ESOP shares |
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|
(5,383) |
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|
(5,872) |
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Retained earnings |
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|
172,782 |
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168,962 |
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Accumulated other comprehensive loss |
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(5,694) |
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(5,316) |
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Total stockholders’ equity |
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|
234,854 |
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|
229,786 |
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Total liabilities and stockholders’ equity |
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$ |
2,003,846 |
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$ |
1,877,562 |
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See accompanying notes to consolidated financial statements.
5
TERRITORIAL BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Income
For the years ended December 31, 2017, 2016 and 2015
(Dollars in thousands, except per share data)
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2017 |
|
2016 |
|
2015 |
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Interest income: |
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Loans |
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$ |
55,144 |
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$ |
51,168 |
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$ |
45,903 |
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Investment securities |
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12,526 |
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14,365 |
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16,873 |
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Other investments |
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663 |
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|
540 |
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|
316 |
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Total interest income |
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68,333 |
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|
66,073 |
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|
63,092 |
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|
|
|
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|
|
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Interest expense: |
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|
|
|
|
|
|
|
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Deposits |
|
|
7,666 |
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|
5,933 |
|
|
4,821 |
|
Advances from the Federal Home Loan Bank |
|
|
1,105 |
|
|
1,035 |
|
|
697 |
|
Securities sold under agreements to repurchase |
|
|
818 |
|
|
876 |
|
|
997 |
|
Total interest expense |
|
|
9,589 |
|
|
7,844 |
|
|
6,515 |
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
58,744 |
|
|
58,229 |
|
|
56,577 |
|
Provision for loan losses |
|
|
52 |
|
|
310 |
|
|
455 |
|
|
|
|
|
|
|
|
|
|
|
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Net interest income after provision for loan losses |
|
|
58,692 |
|
|
57,919 |
|
|
56,122 |
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income: |
|
|
|
|
|
|
|
|
|
|
Service fees on loan and deposit accounts |
|
|
1,962 |
|
|
1,960 |
|
|
2,161 |
|
Income on bank-owned life insurance |
|
|
907 |
|
|
966 |
|
|
1,026 |
|
Gain on sale of investment securities |
|
|
431 |
|
|
370 |
|
|
701 |
|
Gain on sale of loans |
|
|
199 |
|
|
406 |
|
|
503 |
|
Other |
|
|
347 |
|
|
392 |
|
|
520 |
|
Total noninterest income |
|
|
3,846 |
|
|
4,094 |
|
|
4,911 |
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|
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|
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|
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|
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Noninterest expense: |
|
|
|
|
|
|
|
|
|
|
Salaries and employee benefits |
|
|
21,614 |
|
|
20,591 |
|
|
21,497 |
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Occupancy |
|
|
5,937 |
|
|
5,749 |
|
|
5,809 |
|
Equipment |
|
|
3,614 |
|
|
3,566 |
|
|
3,894 |
|
Federal deposit insurance premiums |
|
|
605 |
|
|
743 |
|
|
857 |
|
Other general and administrative expenses |
|
|
4,704 |
|
|
4,230 |
|
|
4,442 |
|
Total noninterest expense |
|
|
36,474 |
|
|
34,879 |
|
|
36,499 |
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
26,064 |
|
|
27,134 |
|
|
24,534 |
|
Income taxes |
|
|
11,102 |
|
|
10,787 |
|
|
9,786 |
|
Net income |
|
$ |
14,962 |
|
$ |
16,347 |
|
$ |
14,748 |
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share |
|
$ |
1.61 |
|
$ |
1.78 |
|
$ |
1.59 |
|
Diluted earnings per share |
|
$ |
1.57 |
|
$ |
1.74 |
|
$ |
1.56 |
|
Cash dividends declared per common share |
|
$ |
1.20 |
|
$ |
0.92 |
|
$ |
0.76 |
|
Basic weighted-average shares outstanding |
|
|
9,273,783 |
|
|
9,093,385 |
|
|
9,073,015 |
|
Diluted weighted-average shares outstanding |
|
|
9,532,724 |
|
|
9,311,975 |
|
|
9,263,267 |
|
See accompanying notes to consolidated financial statements.
6
TERRITORIAL BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
For the years ended December 31, 2017, 2016 and 2015
(Dollars in thousands)
|
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|
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|
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|
|
|
|
|
|
|
|
|
|
|
2017 |
|
2016 |
|
2015 |
|
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Net income |
|
$ |
14,962 |
|
$ |
16,347 |
|
$ |
14,748 |
|
|
|
|
|
|
|
|
|
|
|
|
Change in unfunded pension liability |
|
|
(373) |
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|
(240) |
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|
(12) |
|
Change in unrealized loss on securities |
|
|
(5) |
|
|
13 |
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|
27 |
|
Change in noncredit related loss on trust preferred securities |
|
|
— |
|
|
147 |
|
|
137 |
|
Other comprehensive income (loss), net of tax |
|
|
(378) |
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|
(80) |
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|
152 |
|
Comprehensive income |
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$ |
14,584 |
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$ |
16,267 |
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$ |
14,900 |
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See accompanying notes to consolidated financial statements.
7
TERRITORIAL BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders’ Equity
For the years ended December 31, 2017, 2016 and 2015
(Dollars in thousands, except share data)
|
|
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|
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Accumulated |
|
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|
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Additional |
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Unearned |
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Other |
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Total |
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Common |
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Paid-in |
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ESOP |
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Retained |
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Comprehensive |
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Stockholders’ |
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Stock |
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Capital |
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Shares |
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Earnings |
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Income (Loss) |
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Equity |
|
||||||
Balances at December 31, 2014 |
|
$ |
99 |
|
$ |
75,229 |
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$ |
(6,851) |
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$ |
153,289 |
|
$ |
(5,388) |
|
$ |
216,378 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
— |
|
|
— |
|
|
— |
|
|
14,748 |
|
|
— |
|
|
14,748 |
|
Other comprehensive income |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
152 |
|
|
152 |
|
Cash dividends paid ($0.76 per share) |
|
|
— |
|
|
— |
|
|
— |
|
|
(7,013) |
|
|
— |
|
|
(7,013) |
|
Share-based compensation |
|
|
1 |
|
|
3,085 |
|
|
— |
|
|
— |
|
|
— |
|
|
3,086 |
|
Allocation of 48,932 ESOP shares |
|
|
— |
|
|
720 |
|
|
490 |
|
|
— |
|
|
— |
|
|
1,210 |
|
Repurchase of 373,711 shares of company common stock |
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|
(4) |
|
|
(8,933) |
|
|
— |
|
|
— |
|
|
— |
|
|
(8,937) |
|
Exercise of 1,000 options for common stock |
|
|
— |
|
|
17 |
|
|
— |
|
|
— |
|
|
— |
|
|
17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at December 31, 2015 |
|
$ |
96 |
|
$ |
70,118 |
|
$ |
(6,361) |
|
$ |
161,024 |
|
$ |
(5,236) |
|
$ |
219,641 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
— |
|
|
— |
|
|
— |
|
|
16,347 |
|
|
— |
|
|
16,347 |
|
Other comprehensive loss |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(80) |
|
|
(80) |
|
Cash dividends paid ($0.92 per share) |
|
|
— |
|
|
— |
|
|
— |
|
|
(8,409) |
|
|
— |
|
|
(8,409) |
|
Share-based compensation |
|
|
1 |
|
|
2,041 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,042 |
|
Allocation of 48,932 ESOP shares |
|
|
— |
|
|
864 |
|
|
489 |
|
|
— |
|
|
— |
|
|
1,353 |
|
Repurchase of 118,723 shares of company common stock |
|
|
(1) |
|
|
(3,293) |
|
|
— |
|
|
— |
|
|
— |
|
|
(3,294) |
|
Exercise of 125,870 options for common stock |
|
|
2 |
|
|
2,184 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,186 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at December 31, 2016 |
|
$ |
98 |
|
$ |
71,914 |
|
$ |
(5,872) |
|
$ |
168,962 |
|
$ |
(5,316) |
|
$ |
229,786 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
— |
|
|
— |
|
|
— |
|
|
14,962 |
|
|
— |
|
|
14,962 |
|
Other comprehensive loss |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(378) |
|
|
(378) |
|
Cash dividends paid ($1.20 per share) |
|
|
— |
|
|
— |
|
|
— |
|
|
(11,142) |
|
|
— |
|
|
(11,142) |
|
Share-based compensation |
|
|
— |
|
|
106 |
|
|
— |
|
|
— |
|
|
— |
|
|
106 |
|
Allocation of 48,932 ESOP shares |
|
|
— |
|
|
1,040 |
|
|
489 |
|
|
— |
|
|
— |
|
|
1,529 |
|
Repurchase of 160,003 shares of company common stock |
|
|
(2) |
|
|
(5,127) |
|
|
— |
|
|
— |
|
|
— |
|
|
(5,129) |
|
Exercise of 294,887 options for common stock |
|
|
3 |
|
|
5,117 |
|
|
— |
|
|
— |
|
|
— |
|
|
5,120 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at December 31, 2017 |
|
$ |
99 |
|
$ |
73,050 |
|
$ |
(5,383) |
|
$ |
172,782 |
|
$ |
(5,694) |
|
$ |
234,854 |
|
See accompanying notes to consolidated financial statements.
8
TERRITORIAL BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the years ended December 31, 2017, 2016 and 2015
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017 |
|
2016 |
|
2015 |
|
|||
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
14,962 |
|
$ |
16,347 |
|
$ |
14,748 |
|
Adjustments to reconcile net income to net cash from operating activities: |
|
|
|
|
|
|
|
|
|
|
Provision for loan losses |
|
|
52 |
|
|
310 |
|
|
455 |
|
Depreciation and amortization |
|
|
1,129 |
|
|
1,139 |
|
|
1,296 |
|
Deferred income tax expense (benefit) |
|
|
3,436 |
|
|
1,490 |
|
|
(2,223) |
|
Amortization of fees, discounts, and premiums |
|
|
(478) |
|
|
(715) |
|
|
(492) |
|
Origination of loans held for sale |
|
|
(23,665) |
|
|
(49,157) |
|
|
(57,337) |
|
Proceeds from sales of loans held for sale |
|
|
25,063 |
|
|
49,207 |
|
|
56,493 |
|
Gain on sale of loans, net |
|
|
(199) |
|
|
(406) |
|
|
(503) |
|
Net gain on sale of real estate owned |
|
|
— |
|
|
— |
|
|
(12) |
|
Gain on sale of investment securities held to maturity |
|
|
(431) |
|
|
(370) |
|
|
(701) |
|
Net loss on disposal of premises and equipment |
|
|
24 |
|
|
— |
|
|
4 |
|
ESOP expense |
|
|
1,529 |
|
|
1,353 |
|
|
1,210 |
|
Share-based compensation expense |
|
|
106 |
|
|
2,042 |
|
|
3,086 |
|
Increase in accrued interest receivable |
|
|
(410) |
|
|
(48) |
|
|
(248) |
|
Net increase in bank-owned life insurance |
|
|
(907) |
|
|
(966) |
|
|
(1,025) |
|
Net increase in prepaid expenses and other assets |
|
|
(1,227) |
|
|
(355) |
|
|
(366) |
|
Net increase (decrease) in accounts payable and accrued expenses |
|
|
2,604 |
|
|
(1,081) |
|
|
249 |
|
Net increase in advance payments by borrowers for taxes and insurance |
|
|
922 |
|
|
578 |
|
|
1,208 |
|
Net increase in income taxes receivable |
|
|
(1,449) |
|
|
(122) |
|
|
— |
|
Net increase (decrease) in income taxes payable |
|
|
(133) |
|
|
(479) |
|
|
1,269 |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash from operating activities |
|
|
20,928 |
|
|
18,767 |
|
|
17,111 |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
Purchases of investment securities held to maturity |
|
|
(56,899) |
|
|
(3,803) |
|
|
(11,606) |
|
Purchases of investment securities available for sale |
|
|
(2,970) |
|
|
— |
|
|
— |
|
Principal repayments on investment securities held to maturity |
|
|
52,831 |
|
|
83,234 |
|
|
85,802 |
|
Principal repayments on investment securities available for sale |
|
|
99 |
|
|
— |
|
|
— |
|
Proceeds from sale of investment securities held to maturity |
|
|
7,446 |
|
|
5,462 |
|
|
7,718 |
|
Loan originations, net of principal repayments on loans receivable |
|
|
(152,631) |
|
|
(146,095) |
|
|
(220,215) |
|
Purchases of Federal Home Loan Bank stock |
|
|
(5,929) |
|
|
(1,075) |
|
|
(3,120) |
|
Proceeds from redemption of Federal Home Loan Bank stock |
|
|
4,333 |
|
|
920 |
|
|
9,564 |
|
Purchases of Federal Reserve Bank stock |
|
|
(8) |
|
|
(73) |
|
|
(97) |
|
Proceeds from sale of real estate owned |
|
|
— |
|
|
— |
|
|
204 |
|
Purchases of premises and equipment |
|
|
(2,547) |
|
|
(563) |
|
|
(604) |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash from investing activities |
|
|
(156,275) |
|
|
(61,993) |
|
|
(132,354) |
|
(Continued)
9
TERRITORIAL BANCORP INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the years ended December 31, 2017, 2016 and 2015
(Dollars in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017 |
|
2016 |
|
2015 |
|
|||
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
Net increase in deposits |
|
$ |
104,095 |
|
$ |
48,097 |
|
$ |
85,424 |
|
Proceeds from advances from the Federal Home Loan Bank |
|
|
144,525 |
|
|
23,000 |
|
|
120,000 |
|
Repayments of advances from the Federal Home Loan Bank |
|
|
(106,325) |
|
|
(23,000) |
|
|
(66,000) |
|
Proceeds from securities sold under agreements to repurchase |
|
|
— |
|
|
— |
|
|
30,000 |
|
Repayments of securities sold under agreements to repurchase |
|
|
(25,000) |
|
|
— |
|
|
(47,000) |
|
Purchases of Fed Funds |
|
|
10 |
|
|
10 |
|
|
10 |
|
Sales of Fed Funds |
|
|
(10) |
|
|
(10) |
|
|
(10) |
|
Proceeds from exercise of stock options |
|
|
— |
|
|
566 |
|
|
17 |
|
Repurchases of common stock |
|
|
(9) |
|
|
(1,674) |
|
|
(9,326) |
|
Cash dividends paid |
|
|
(11,123) |
|
|
(8,409) |
|
|
(7,013) |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash from financing activities |
|
|
106,163 |
|
|
38,580 |
|
|
106,102 |
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents |
|
|
(29,184) |
|
|
(4,646) |
|
|
(9,141) |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of the period |
|
|
61,273 |
|
|
65,919 |
|
|
75,060 |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of the period |
|
$ |
32,089 |
|
$ |
61,273 |
|
$ |
65,919 |
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
|
|
|
|
Cash paid for: |
|
|
|
|
|
|
|
|
|
|
Interest on deposits and borrowings |
|
$ |
9,231 |
|
$ |
7,863 |
|
$ |
6,648 |
|
Income taxes |
|
|
9,319 |
|
|
9,645 |
|
|
10,324 |
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of noncash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|
Company stock acquired through stock swap and net settlement transactions |
|
$ |
5,120 |
|
$ |
1,620 |
|
$ |
— |
|
Loans transferred to real estate owned |
|
|
— |
|
|
— |
|
|
192 |
|
Investments purchased, not settled |
|
|
— |
|
|
— |
|
|
1,200 |
|
Investments purchased prior period, settled current period |
|
|
— |
|
|
1,200 |
|
|
|