BOLB BOL Bancshares Inc (GM)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

 

 

FORM 10-Q

 

 

/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2011

 

/ / TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT

 

For the transition period from          to

 

Commission file Number    00-16934

 

BOL BANCSHARES, INC.

(Exact name of registrant as specified in its charter.)

 

Louisiana		72-1121561
(State of incorporation)		(I.R.S. Employer Identification No.)

 

300 St. Charles Avenue, New Orleans, La.  70130

(Address of principal executive offices)

 

(504) 889-9400

(Registrant’s telephone number)

 

Indicate by check mark whether the registrant (1) 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. Yes | X|   No |_|

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

 

	Large accelerated filer |_|		Accelerated filer |_|
	Non-accelerated filer |_|		Smaller reporting company | X|

 

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

 

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date: 179,145 shares as of November 15, 2011.

BOL BANCSHARES, INC. & SUBSIDIARY

INDEX

 

 

			Page No.
PART I.  Financial Information
	Item 1.	Financial Statements
		Consolidated Statements of Condition	3
		Consolidated Statements of Income (Loss)	4
		Consolidated Statements of Comprehensive Income	5
		Consolidated Statements of Cash Flow	6
		Notes to Consolidated Financial Statements	7
	Item 2.	Management's Discussion and Analysis	19
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk, Catastrophic Events and Future Growth	24
	Item 4.	Submission of Matters to a Vote of Security Holders	25
	Item 4T.	Controls and Procedures	26
PART II.  Other Information
	Item 6.	Exhibits	26
Signatures			27

 

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

BOL BANCSHARES, INC. & SUBSIDIARY

CONSOLIDATED STATEMENT OF CONDITION

 

 

		Sept 30,				Dec. 31,
(Amounts in Thousands)		2011				2010
		(Unaudited)				(Audited)
ASSETS
Cash and Due from Banks
Non-Interest Bearing Balances and Cash		$	3,213			$	3,834
Federal Funds Sold			13,800				14,950
Certificates of Deposit			5,208				4,203
Investment Securities
Securities Held to Maturity			—				—
Securities Available for Sale			878				878
Loans-Less Allowance for Loan Losses of $1,800 in 2011 and in 2010			56,775				60,236
Property, Equipment and Leasehold Improvements (Net of Depreciation and Amortization)			5,727				5,856
Other Real Estate			4,182				3,137
Other Assets			744				1,282
TOTAL ASSETS		$	90,527			$	94,376
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Deposits:
Non-Interest Bearing			30,001				31,867
NOW Accounts			10,704				11,184
Money Market Accounts			3,510				3,948
Savings Accounts			19,885				20,157
Time Deposits, $100,000 and over			2,445				5,248
Other Time Deposits			10,169				8,173
TOTAL DEPOSITS			76,714				80,577
Notes Payable			1,144				1,144
Other Liabilities			827				882
TOTAL LIABILITIES			78,685				82,603
SHAREHOLDERS' EQUITY
Preferred Stock - Par Value $1
1,803,617 Shares Issued and Outstanding at September 30, 2011
1,810,296 Shares Issued and Outstanding at December 31, 2010			1,804				1,810
Common Stock - Par Value $1
179,145 Shares Issued and Outstanding in 2011 and 2010			179				179
Accumulated Other Comprehensive Income			513				513
Capital in Excess of Par - Retired Stock			197				195
Undivided Profits			9,075				8,777
Current Earnings			74				299
TOTAL SHAREHOLDERS' EQUITY			11,842				11,773
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY		$	90,527			$	94,376

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

BOL BANCSHARES, INC. & SUBSIDIARY

CONSOLIDATED STATEMENT OF INCOME (LOSS)

(Unaudited)

 

		Three months ended								Nine months ended
		Sept 30,								Sept 30,
(Amounts in Thousands)		2011				2010				2011				2010
INTEREST INCOME
Interest and Fees on Loans		$	1,425			$	1,463			$	4,395			$	4,504
Interest on Investment Securities			2				5				5				14
Interest on Federal Funds Sold			3				5				14				13
Interest on Certificates of Deposit			7				13				25				44
Total Interest Income			1,438				1,486				4,440				4,575
INTEREST EXPENSE
Interest on Deposits			88				91				265				270
Interest Expense on Notes Payable and Debentures			19				19				56				56
Total Interest Expense			107				110				320				326
NET INTEREST INCOME			1,331				1,376				4,119				4,249
Provision for Loan Losses			24				103				76				287
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES			1,307				1,273				4,044				3,962
NON-INTEREST INCOME
Service Charges on Deposit Accounts			111				124				328				350
Cardholder & Other Credit Card Income			102				105				308				311
Other Operating Income			38				11				97				535
Total Non-interest Income			251				240				732				1,196
NON-INTEREST EXPENSE
Salaries and Employee Benefits			571				657				1,768				1,934
Occupancy Expense			240				264				696				799
Communications			57				56				171				162
Outsourcing Fees			325				318				1,051				1,027
Loan & Credit Card Expense			32				30				90				87
Professional Fees			79				86				229				206
ORE Expense			62				57				171				291
Other Operating Expense			156				177				472				423
Total Non-interest Expense			1,522				1,645				4,649				4,929
Income (Loss) Before Tax Provision			35				(132	)			127				229
Provision for (Benefit from) Income Taxes			13				(36	)			52				15
NET INCOME (LOSS)		$	22			$	(96	)		$	74			$	214
Earnings Per Share of Common Stock		$	0.12			($	0.53	)		$	0.42			$	1.20

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

BOL BANCSHARES, INC. & SUBSIDIARY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

 

 

 

		Nine Months Ended
		Sept 30,				Sept 30,
(Amounts in thousands)		2011				2010
NET INCOME		$	74			$	214
OTHER COMPREHENSIVE INCOME, NET OF TAX
Unrealized Holding Losses on Investment
Securities Available-for-Sale, Arising
During the Period			—				22
COMPREHENSIVE INCOME		$	74			$	236

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

BOL BANCSHARES, INC. & SUBSIDIARY

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited)

 

		Nine Months Ended
		Sept 30,				Sept 30,
(Amounts in thousands)		2011				2010
OPERATING ACTIVITIES
Net Income		$	74			$	214
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Provision for Loan Losses			76				287
Depreciation and Amortization Expense			235				290
Gain on Sale of Other Real Estate			(16	)			(395	)
Decrease in Other Assets			537				925
Decrease in Other Liabilities and Accrued Interest			(56	)			(336	)
Net Cash Provided by Operating Activities			851				985
INVESTING ACTIVITIES
Proceeds from Held-to-Maturity Investment Securities Released at Maturity			—				4,000
Purchases of Held-to-Maturity Investment Securities			—				(3,000	)
Purchases of Property and Equipment			(106	)			(89	)
Capitalized Construction Costs for ORE			(14	)			(486	)
Proceeds from Sale of Other Real Estate			59				395
Increase in Certificate of Deposit with Other Banks			(1,005	)			743
Net Decrease (Increase) in Loans			2,311				(2,219	)
Net Cash Provided by (Used in) Investing Activities			1,246				(656	)
FINANCING ACTIVITIES
Net (Decrease) Increase in Non-Interest Bearing and Interest Bearing Deposits			(3,863	)			358
Preferred Stock Retired			(5	)			(22	)
Net Cash (Used in) Provided by Financing Activities			(3,869	)			336
Net (Decrease) Increase in Cash and Cash Equivalents			(1,772	)			665
Cash and Cash Equivalents - Beginning of Year			18,784				17,591
Cash and Cash Equivalents - End of Period		$	17,013			$	18,256
SUPPLEMENTAL DISCLOSURES:
Cash Paid During the Year for Interest		$	341			$	261
Cash Paid (Received) During the Year for Income Taxes		$	16			$	(225	)
Market Value Adjustment for Unrealized Gain on Securities Available-for-Sale		$	—			$	33
Additions to Other Real Estate Thru Foreclosure		$	1,074			$	601

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

BOL BANCSHARES, INC.

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

 

Note A Summary of Accounting Policies

 

Principles of Consolidation and Basis of Presentation 

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Bank of Louisiana (the Bank), and the Bank’s wholly owned subsidiary, BOL Assets, LLC. These consolidated financial statements were prepared in accordance with instructions for Form 10-Q and Regulation S-X, and do not include information or footnotes for a complete presentation of financial condition, results of operations, and cash flows in conformity with accounting principles generally accepted in the United States of America. However, in the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial statements have been included.

 

Use of Estimates 

In preparing consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the Consolidated Statements of Financial Condition and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the allowance for loan losses.

 

Cash and Cash Equivalents 

Cash equivalents include amounts due from banks and federal funds sold. Generally, federal funds are purchased and sold for one-day periods.

 

Loans 

Loans are stated at the amount of unpaid principal, reduced by unearned discount and an allowance for loan losses. Unearned discounts on loans are recognized as income over the term of the loans on the interest method. Interest on other loans is calculated and credited to operations on a simple-interest basis. Loans are charged against the allowance for loan losses when management believes that collectability of the principal is unlikely. Loan origination fees and certain direct origination costs, when material, are capitalized and recognized as an adjustment of the yield on the related loan.

 

Allowance for Loan Losses 

The allowance for loan losses is established through a provision for loan losses charged to expenses. Loans are charged against the allowance for loan losses when management believes the collectability of the principal is unlikely. The allowance is an amount that management believes will be adequate to absorb known and inherent losses on existing loans that may become uncollectible, based on evaluation of the collectability of loans and prior loss experience. The evaluations take into consideration such factors as changes in the nature and volume of the loan portfolio, overall portfolio quality, review of specific problem loans, and current economic conditions that may affect the borrowers’ ability to pay. The allowance consists of specific and general components. The specific component relates to loans that are individually classified as impaired.

 

For loans individually evaluated for impairment, the estimated amount of loss is based on several factors, which include fair value of collateral and expected cash flows from the loan.

Note B Disclosure about Fair Value of Financial Instruments

 

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate the value:

 

Cash and Short-Term Investments

For cash, the carrying amount approximates fair value. For short-term investments, fair values are calculated based upon general investment market interest rates for similar maturity investments.

 

Investment Securities

For securities and marketable equity securities held-for-investment purposes, fair values are based on quoted market prices.

 

Loan Receivables

For certain homogeneous categories of loans, such as residential mortgages, credit card receivables and other consumer loans, fair value is estimated using the current U.S. treasury interest rate curve, a factor for cost of processing and a factor for historical credit risk to determine the discount rate.

 

Deposit Liabilities

The fair value of demand deposits, savings deposits and certain money market deposits are calculated based upon general investment market interest rates for investments with similar maturities. The value of fixed maturity certificates of deposit is estimated using the U.S. treasury interest rate curve currently offered for deposits of similar remaining maturities.

 

Commitments to Extend Credit

The fair value of commitments is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present credit-worthiness of the counterparties.

 

The estimated fair values of the Company’s financial instruments at September 30, 2011 and December 31, 2010, are as follows (amounts in thousands):

 

		September 30, 2011
`		Carrying				Fair
		Amount				Value
		(In Thousands)
Financial Assets:
Cash and Short-Term Investments		$	3,213			$	3,213
Certificates of Deposit			5,208				5,208
Investment Securities			878				878
Loans			58,575				58,423
Less:  Allowance for Loan Losses			(1,800	)			NA
		$	66,074			$	67,722
Financial Liabilities:
Deposits		$	76,714			$	76,762
Unrecognized Financial Instruments:
Commitments to Extend Credit		$	1,298			$	1,298
Credit Card Arrangements			13,020				13,020
		$	14,318			$	14,318

 

		December 31, 2010
		Carrying				Fair
		Amount				Value
		(In Thousands)
Financial Assets:
Cash and Short-Term Investments		$	3,834			$	3,834
Certificates of Deposit			4,203				4,203
Investment Securities			878				878
Loans			62,036				62,054
Less:  Allowance for Loan Losses			(1,800	)			NA
		$	69,151			$	70,969
Financial Liabilities:
Deposits		$	80,577			$	80,675
Unrecognized Financial Instruments:
Commitments to Extend Credit		$	1,763			$	1,763
Credit Card Arrangements			14,626				14,626
		$	16,389			$	16,389

 

Note C Loans and Allowance for Loans Losses

 

Major classifications of loans as of September 30, 2011 and December 31, 2010 are as follows (in thousands):

 

		September 30,				December 31,
		2011				2010
Real Estate Mortgages:
Residential 1-4 Family		$	21,044			$	19,541
Commercial			18,258				20,282
Construction			6,386				9,023
Second Mortgages			880				949
Other			1,641				1,725
			48,209				51,520
Commercial			2,719				2,714
Personal			1,642				1,203
Credit Cards			5,788				6,321
Overdrafts			217				277
			58,575				62,036
Allowance for Loan Losses			1,800				1,800
Net Loans		$	56,775			$	60,236

 

The following is a classification of loans by rate and maturity:

 

		September 30,				December 31,
		2011				2010
		(In Thousands)
Fixed Rate Loans:
Maturing in 3 Months or Less		$	15,734			$	13,785
Maturing Between 3 and 12 Months			25,642				29,769
Maturing Between 1 and 5 Years			14,867				14,154
Maturing After 5 Years			613				631
Variable Rate Loans:
Maturing Quarterly or More Frequently			665				723
Maturing Between 3 and 12 Months			—				698
Maturing Between 1 and 5 Years			—				—
Non accrual Loans			1,054				2,276
Less: Allowance for Loan Losses			(1,800	)			(1,800	)
Net Loans		$	56,775			$	60,236

 

Non-accrual loans are those loans for which the payment of principal or interest is delinquent for 90 days, or earlier in some cases. All interest accrued but not collected for loans that are placed on non-accrual status is reversed against income. Loans are placed on non-accrual status when, in management’s opinion, the borrower may be unable to meet the payment obligations as they become due, as well as when required by regulatory provisions. Loans placed on non-accrual status cease to accrue interest.

 

Non-accruals loans, segregated by class of loan, are as follows:

 

		September 30				December 31,
		2011				2010
		(In Thousands)
Real Estate Mortgages
Residential 1-4 Family		$	678			$	793
Commercial			130				101
Construction			222				1,371
Second Mortgages			—				—
Other			—				—
Commercial			11				—
Personal			12				12
Credit Cards			—				—
Overdrafts			—				—
Total		$	1,054			$	2,276

 

An aging analysis of past due loans, segregated by class of loans, as of September 30, 2011 and December 31, 2010, is as follows (in thousands):

 

																						ACCRUING
		30-89				90-MORE				TOTAL				CURRENT				TOTAL				90-MORE
September 30, 2011		DAYS				DAYS				PAST DUE				LOANS				LOANS				PAST DUE
Real Estate
1-4 Family Res		$	1,129			$	1,183			$	2,312			$	18,732			$	21,044			$	505
Commercial			275				130				405				17,853				18,258				—
Construction			427				851				1,277				5,108				6,386				628
Second Mortgages			—				—				—				880				880				—
Other			199				130				329				1,312				1,641				130
Commercial			1,010				96				1,106				1,613				2,719				85
Personal			30				43				73				1,569				1,642				32
Credit Cards			152				41				192				5,596				5,788				41
Overdrafts			14				75				89				128				217				75
Total		$	3,235			$	2,550			$	5,785			$	52,790			$	58,575			$	1,496

 

																						ACCRUING
		30-89				90-MORE				TOTAL				CURRENT				TOTAL				90-MORE
December 31, 2010		DAYS				DAYS				PAST DUE				LOANS				LOANS				PAST DUE
Real Estate
1-4 Family Res		$	1,467			$	2,410			$	3,877			$	15,664			$	19,541			$	1,617
Commercial			328				101				429				19,853				20,282				—
Construction			406				1,371				1,777				7,246				9,023				—
Second Mortgages			29				—				29				920				949				—
Other			279								279				1,446				1,725				—
Commercial			461				1				463				2,252				2,714				1
Personal			63				22				85				1,118				1,203				11
Credit Cards			129				56				185				6,137				6,321				56
Overdrafts			4				210				214				63				277				210
Total		$	3,166			$	4,171			$	7,337			$	54,699			$	62,036			$	1,895

 

Loans are considered impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due in accordance with the original contractual terms of the loan agreement, including scheduled principal and interest payments. If a loan is impaired, a specific valuation allowance is allocated, if necessary, so that the loan is reported net, at the present value of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. Impaired loans, or portions thereof, are charged off when deemed uncollectible. Although the loan may be currently performing under the contractual terms of the loan agreement, management may consider the loan impaired based on past history, changes in market condition, etc. On a loan-by-loan basis, management assesses whether the accrual of interest should be continued. Interest income for loans for which the interest rate has been modified continues to be accrued at the reduced rate as long as the borrower complies with the revised terms and conditions.

 

Impaired loans, including TDR’s, as of September 30, 2011 are set forth in the following table:

 

		Unpaid				Recorded				Recorded
		Contractual				Investment				Investment				Total
		Principal				with No				with				Recorded				Related
		Balance				Allowance				Allowance				Investment				Allowance
Real Estate
Residential 1-4 Family		$	1,730,605			$	859,574			$	2,408,779			$	3,268,353			$	483,781
Commercial			130,392				—				130,392				130,392				14,630
Construction			574,387				—				574,387				574,387				81,707
Second Mortgages			—				—				—				—				—
Other			—				—				—				—				—
Commercial			309,188				—				309,188				309,188				73,004
Personal			11,793				—				11,793				11,793				4,000
Credit Cards			—				—				—				—				—
Overdrafts			—				—				—				—				—
Total		$	2,756,365			$	859,574			$	3,434,539			$	4,294,113			$	657,122

 

Impaired loans as of December 31, 2010 are set forth in the following table:

 

		Unpaid				Recorded				Recorded
		Contractual				Investment				Investment				Total
		Principal				with No				with				Recorded				Related
		Balance				Allowance				Allowance				Investment				Allowance
Real Estate
Residential 1-4 Family		$	3,061,009			$	—			$	3,061,009			$	3,061,009			$	532,438
Commercial			—				—				—				—				—
Construction			1,573,321				—				1,573,321				1,573,321				382,261
Second Mortgages			—				—				—				—				—
Other			115,856				—				115,856				115,856				11,284
Commercial			7,303				—				7,303				7,303				820
Personal			108,894				—				108,894				108,894				5,362
Credit Cards			—				—				—				—				—
Overdrafts			205,751				—				205,751				205,751				30,863
Total		$	5,072,134			$	—			$	5,072,134			$	5,072,134			$	963,028

 

Provision for Loan Losses

 

The allowance for loan losses is established through a provision for loan losses. Management’s policy is to maintain the allowance at a level believed, to the best of management’s knowledge, to cover all known and inherent losses in the loan portfolio. Management reviews the allowance for loan losses on a periodic basis in order to identify those inherent losses and to assess the overall collection probability of the loan portfolio. The evaluation process includes, among other things, an analysis of delinquency trends, non-performing loan trends, the level of charge-offs and recoveries, prior loss experience, total loans outstanding, the volume of loan originations, the type, size and geographic concentration of our loans, the value of collateral securing the loan, the borrower’s ability to repay and repayment performance, the number of loans requiring heightened management oversight, local economic conditions and industry experience. From this analysis, a general, specific and unallocated reserve is established, which totals the allowance for loan losses at each reporting date.

 

For real estate, commercial and consumer loans, the Bank evaluates the average historical charge-off rate for the previous five years. However, charge-off trends occurring within the past 12 to 24 months are considered in determining the appropriate loss percentage to use in the Bank’s allowance estimate for these types of loans. For charge card loans, the Bank considers the past two years of historical charge-offs in order to develop an appropriate estimate for the provision for loan losses.

 

At September 30, 2011 and December 31, 2010 the allowance for loan losses was $1,800,000. The provision for loan losses for the nine months ended September 30, 2011 and September 30, 2010 totaled $75,679 and $304,688, respectively. The overall decrease in our provision for the two periods is due to an overall decrease in our total loan portfolio, as well an overall improvement in the performance in the Bank’s loan portfolio during the nine months ended September 30, 2011. We believe that the improvement in the overall credit quality of our Real Estate loans and Overdraft accounts indicates that a reduction in allowance pertaining to these segments are appropriate.

 

Changes in the allowance for loan losses by portfolio segment for the nine months ended September 30, 2011 are as follows:

 

		Real Estate				Commercial				Personal				Credit Cards				Overdrafts				Unallocated				Total
Balance at January 1, 2011		$	970,452			$	45,287			$	17,763			$	367,544			$	31,171			$	367,783			$	1,800,000
Provision for Possible Loan Losses			(12,381	)			85,094				22,335				54,014				(17,434	)			(55,949	)			75,679
Charge-Offs			(19,153	)			(15,959	)			(6,376	)			(194,679	)			(3,628	)			(25	)			(239,820	)
Recoveries			50,326				—				3,549				109,285				911				70				164,141
Net Charge-Offs			31,173				(15,959	)			(2,827	)			(85,394	)			(2,717	)			45				(75,679	)
Ending Balance		$	989,244			$	114,422			$	37,271			$	336,164			$	11,020			$	311,879			$	1,800,000
Period-End Amount Allocated To:
Loans Individually Evaluated for Impairment		$	580,118			$	73,004			$	4,000			$	—			$	—			$	—			$	657,122
Loans Collectively Evaluated for Impairment			409,126				41,418				33,271				336,164				11,020				311,879				1,142,878
Ending Balance		$	989,244			$	114,422			$	37,271			$	336,164			$	11,020			$	311,879			$	1,800,000

 

 

Changes in the allowance for loan losses by portfolio segment for the year ended December 31, 2010 are as follows:

 

		Real Estate				Commercial				Personal				Credit Cards				Overdrafts				Unallocated				Total
Balance at January 1, 2010		$	1,229,554			$	125,487			$	67,616			$	360,976			$	13,033			$	3,334			$	1,800,000
Provision for Possible Loan Losses			(256,220	)			(105,250	)			(43,117	)			312,444				32,382				364,449				304,688
Charge-Offs			(4,371	)			—				(6,736	)			(476,737	)			(16,704	)			—				(504,548	)
Recoveries			1,489				25,050				—				170,861				2,460				—				199,860
Net Charge-Offs			(2,882	)			25,050				(6,736	)			(305,876	)			(14,244	)			—				(304,688	)
Ending Balance		$	970,452			$	45,287			$	17,763			$	367,544			$	31,171			$	367,783			$	1,800,000
Period-End Amount Allocated To:
Loans Individually Evaluated for Impairment		$	925,985			$	820			$	5,363			$	—			$	30,862			$	—			$	963,030
Loans Collectively Evaluated for Impairment			44,467				44,467				12,400				367,544				309				367,783				836,970
Balance at December 31, 2010		$	970,452			$	45,287			$	17,763			$	367,544			$	31,171			$	367,783			$	1,800,000

 

From a credit risk standpoint, the Company classifies it’s loans in four categories: (i) pass, (ii) watch, (iii) substandard or (iv) doubtful.

 

The classification of loans reflects a judgment about the risks of default and loss associated with the loan. The Company reviews the ratings on credits monthly. Ratings are adjusted to reflect the degree of risk and loss that is felt to be inherent in each credit as of each monthly reporting period. The methodology is structured so that specific allocations are increased in accordance with deterioration in credit quality (and a corresponding increase in risk and loss) or decreased in accordance with improvement in credit quality (and a corresponding decrease in risk and loss).

 

Credits rated watch show clear signs of financial weakness or deterioration in credit worthiness; however, such concerns are not so pronounced that the Company generally expects to experience significant loss within the short-term. Such credits typically maintain the ability to perform within standard credit terms and credit exposure is not as prominent as credits rated more harshly.

 

Credits rated substandard are those in which the normal repayment of principal and interest may be, or has been jeopardized by reason of adverse trends or developments in financial, managerial, economic or political nature, or important weaknesses exist in collateral. Corrective action is required to strengthen the Company’s position, and/or to reduce exposure and to assure that adequate remedial measures are taken by the borrower. Credit exposure becomes more likely in such credits.

 

Credits rated doubtful are those in which full collection of principal appears highly questionable, and which some degree of loss is anticipated, even though the ultimate amount of loss may not yet be certain and/or other factors exist which could affect collection of debt. Based upon available information, positive action by the Company is required to avert or minimize loss. Credits rated doubtful are generally also placed on nonaccrual.

 

At September 30, 2011, the following table summarizes the Company’s internal ratings of its loans:

 

		Real												Credit
		Estate				Commercial				Personal				Cards				Overdrafts				Total
Pass		$	43,107,129			$	2,344,357			$	1,575,308			$	5,787,977			$	144,509			$	52,959,280
Watch			1,114,564				300,363								—								1,414,927
Substandard			2,956,532				62,677				55,075				—				72,737				3,147,021
Doubtful			1,030,891				11,305				11,793				—				—				1,053,989
Totals		$	48,209,116			$	2,718,702			$	1,642,176			$	5,787,977			$	217,246			$	58,575,217

 

At December 31, 2010, the following table summarizes the Company’s internal ratings of its loans:

 

		Real												Credit
		Estate				Commercial				Personal				Cards				Overdrafts				Total
Pass		$	44,399,289			$	1,546,798			$	1,082,245			$	6,321,359			$	—			$	53,349,691
Watch			2,382,733				1,160,384				—				—				71,181				3,614,298
Substandard			2,473,968				7,303				108,894				—				205,751				2,795,916
Doubtful			2,264,423				—				11,793				—				—				2,276,216
Totals		$	51,520,413			$	2,714,485			$	1,202,932			$	6,321,359			$	276,932			$	62,036,121

 

The Company’s loan portfolio also includes certain loans that have been modified in a Troubled Debt Restructuring (TDR), where economic concessions have been granted to borrowers who have experienced or are expected to experience financial difficulties. These concessions typically result from the Company’s loss mitigation activities and could include reductions in the interest rate, payment extensions, or other actions.

 

When the Company modifies a loan, management evaluates any possible concession based on the present value of expected future cash flows, discounted at the contractual interest rate of the original loan agreement, except when the sole source of repayment for the loan is the liquidation of the collateral. In these cases, management uses the current fair value of the collateral, less selling costs. If management determines that the value of the modified loan is less than the recorded investment in the loan, impairment is recognized through an allowance estimate.

 

The following table summarizes the number and volume of TDRs the Company has recorded in its loan portfolio as of September 30, 2011 as well as the amount of specific reserves in the allowance for loan losses relating to the TDRs (in thousands):

 

Loan Type		Number of Loans				Amount				Specific Reserves Allocated
Real Estate:
1 - 4 Family Residential			8			$	2,397,322			$	345,148
Construction			1				144,285				16,189
Commercial			2				297,883				68,736
Total			11			$	2,839,490			$	430,073

 

Note D Financial Instruments

 

On January 1, 2008, the Company adopted the FASB fair value guidance pertaining to all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). This guidance defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

 

The fair value guidance defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.

 

In addition to defining fair value, the fair value guidance expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

 

·

Level 1 - Inputs are based upon unadjusted quoted prices for identical instruments traded in active markets

 

·

Level 2 - Inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market date for substantially the full term of the assets or liabilities

 

·

Level 3 - Inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

 

The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis at September 30, 2011 and December 31, 2010 (amounts in thousands):

 

September 30, 2011
		Level 1				Level 2				Level 3				Net Balance
Assets
Equity Securities		$	—			$	878			$	—			$	878
Total		$	—			$	878			$	—			$	878

 

 

December 31, 2010
		Level 1				Level 2				Level 3				Net Balance
Assets
Equity Securities		$	—			$	878			$	—			$	878
Total		$	—			$	878			$	—			$	878

 

Note E Subsequent Events

 

In accordance with the subsequent events topic of the ASC, the Company evaluates events and transactions that occur after the balance sheet date for potential recognition in the financial statements. The effect of all subsequent events that provide additional evidence of conditions that existed at the balance sheet date are recognized in the financial statements as of September 30, 2011. In preparing these financial statements, the Company evaluated the events and transactions that occurred from September 30, 2011 through the date these financial statements were issued.

 

Note F Regulatory Matters

 

On April 19, 2011, the Bank consented to a Memorandum of Understanding (the “MOU”) issued by the Federal Deposit Insurance Corporation (FDIC) and the Office of Financial Institutions (OFI). The MOU provides for, among other things, the following items within specific time periods:

 

·

The Bank shall reduce its level of adversely classified assets.

 

Action taken: In the Report of Examination, 26 loans are classified adversely. Of these, nine had balances aggregating $250,000 or more, for a total of $3,702,000. Of the $3,702,000 in loans, $2,662,000 have been restructured and the remaining $1,040,000 either have or are going through the foreclosure process.

 

·

The Bank shall reduce its level of past due loans.

 

Action taken: The areas of responsibility for implementing and monitoring the Bank’s collection policy as well as specific collection procedures have been addressed. The Loan Committee will review all past due loans weekly and the Executive Committee will review them monthly. It is anticipated that a substantial improvement will begin to show starting in the fourth quarter.

 

·

The Bank shall eliminate the extension of credit until all appropriate underwriting documentation is obtained.

 

Action taken: The Loan policy procedure has been addressed as follows: Installment loans are to be reviewed for complete documentation and credit reviews for all loans made the previous week and presented to the Management Committee monthly, summarizing reviews. Commercial Loans will be reviewed for complete documentation and credit reviews for all loans with maturity dates of the upcoming week. Monthly reports will be made to the Audit and Finance Committee summarizing reviews and actions.

 

·

The Bank shall eliminate the extension of credit to borrowers for whom the Bank holds an uncollected charged-off asset or for which their credit is classified as “Substandard”.

 

Action taken: The Bank will not extend credit to charge-off borrowers, the Bank will not extend credit to a “substandard” borrower unless adequately documented and the Bank acknowledges.

 

·

The Bank shall have an outside independent loan review program.

 

Action taken: Waived and pending visitation.

 

·

The Bank shall maintain an appropriate Allowance for Loan and Lease Losses.

 

Action taken: It is Bank policy to maintain a loan loss reserve that is appropriate when compared to the quality of our loan portfolio and sufficient to meet the losses inherent in the portfolio. The adequacy of the loan loss reserve is determined on a quarterly basis by the Audit and Finance Committee. Any deficit is replenished from current earnings monthly.

 

·

The Bank shall maintain a Tier 1 leverage capital ratio equal of at least 9%, a Tier 1 Risk Based Capital Ratio of 11% and a Total Risk Based Capital Ratio of 13%.

 

Action taken: The Bank maintains these goals. At September 30, 2011 our Tier 1 leverage capital ratio is 13.23%, Tier 1 Risk Based Capital ratio is 20.33% and Total Risk Based Capital Ration is 21.60%.

 

·

The Bank shall not declare or pay any cash dividend without regulatory approval.

 

Action taken: Dividends have not been declared, and will not be declared or approved for payment without prior consent of the Regional Director and the Commissioner.

 

·

The Bank shall review and amend its interest rate risk policy and procedures.

 

Action taken: The Bank’s portfolio has always been shocked downwards by one & two percent. In addition our policy now includes 3 & 4 percent downward. This was implemented as of December 31, 2010. Policy and procedures were already in place to monitor risk, the downward shock of 3% and 4% was included. Reports are presented quarterly at the Audit and Finance Directors’ meeting. A program was purchased to facilitate generating the economic value of equity. Risk is monitored monthly by the ALCO committee which meets monthly in conjunction with the Management Committee.

 

 

·

The Bank shall provide for an independent evaluation of its management and information systems.

 

Action taken: The Board approved Chaffe & Associates on June 6, 2011. The results of the study were presented to the Board members on 8-23-11 and forwarded to the FDIC & OFI on September 26, 2011. The results were accompanied by G. Harrison Scott’s 9-23-11 memorandum to the Board of Directors addressing the Chaffe Report.

 

·

The Bank shall review and update the Bank’s written strategic plan and profit plan.

 

Action taken: The Bank’s strategic Plan was revised on 1-21-11, to include the services of BankSmart, an outside consulting firm, contracted to review the Bank’s contracts and earnings. The Strategic Plan was presented to the Management Committee on 6-30-11 and the Audit & Finance Committee on 7-5-11.

 

In addition, the Company entered into an agreement on August 9, 2011, with the Federal Reserve Bank (FRB) whereby the Company will not incur additional debt, declare or pay dividends without approval of the FRB, reduce its capital position by purchasing or redeeming treasury stock, make any distributions of interest or principal on subordinated debentures or trust preferred securities without prior written approval of the FRB and the Louisiana Office of Financial Institutions (OFI), provide the FRB and OFI with quarterly financial updates and provide written confirmation that the Company has complied will all resolutions on a quarterly basis.

 

While no assurance can be given, Bank management believes it has taken action toward complying with the provisions of the MOU. It is not presently determinable what actions, if any, bank regulators might take if requirements of the Memorandum are not complied with in specified time periods.

 

ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS

 

SEPTEMBER 30, 2011 COMPARED WITH DECEMBER 31, 2010

 

BALANCE SHEET

 

Total assets at September 30, 2011 were $90,527,000 compared to $94,376,000 at December 31, 2010, for a decrease of $3,849,000, or 4.08%. Federal Funds Sold decreased $1,150,000 from $14,950,000 at December 31, 2010 to $13,800,000 at September 30, 2011. Certificates of Deposit increased $1,005,000 from $4,203,000 at December 31, 2010 to $5,208,000 at September 30, 2011. Both the decrease in Federal Funds Sold and the increase in Certificates of Deposit are due to normal fluctuations. Investment securities remained the same. Total loans decreased $3,461,000, or 5.75%, to $56,775,000 at September 30, 2011 from $60,236,000 at December 31, 2010. The decrease in the loan portfolio is due to a decrease in commercial real estate loans of $2,024,007, a decrease in construction loans of $2,637,838, a decrease in second mortgage loans of $68,403, a decrease in other real estate loans of $84,045, a decrease in commercial loans of $7,576, a decrease in credit card loans of $533,382 and a decrease in overdrafts of $59,686. These decreases were offset by an increase in 1-4 residential loans of $1,502,996 and an increase in personal loans of $451,037. The credit card portfolio decrease was largely attributable to tightening of the Bank’s underwriting standards, normal attrition, and the cyclical nature of the business.

 

 

Total deposits decreased $3,863,000, or 04.79%, to $76,714,000 at September 30, 2011 from $80,577,000 at December 31, 2010. Total non-interest bearing deposits decreased $1,866,000 and interest-bearing accounts decreased $1,997,000. The decrease of interest earning deposits was attributable to a decrease in NOW accounts of $480,000, a decrease in money market accounts of $438,000, a decrease in savings accounts of $272,000 and a decrease of $807,000 in time deposits.

 

Other liabilities decreased $55,000 from $882,000 at December 31, 2010 to $827,000 at September 30, 2011. This decrease is due mainly to a decrease of $381,000 in deferred taxes and $20,000 in accrued interest offset by an increase in other liabilities of $346,000.

 

Shareholder’s Equity increased $69,000 from $11,773,000 at December 31, 2010 to $11,842,000 at September 30, 2011. This increase is due mainly to net income for the nine months ended September 30, 2011 of $74,000 and partially offset by a decrease in Preferred Stock of $6,000.

 

NINE MONTHS ENDED SEPTEMBER 30, 2011 COMPARED WITH NINE MONTHS ENDED SEPTEMBER 30, 2010

 

The Company’s net income for the nine months ended September 30, 2011 was $74,000, or $0.42 per share, a decrease of $140,000 from the Company’s total net income of $214,000, or $1.20 per share, for the same period last year.

 

Interest income for the three months ended September 30, 2011 decreased $135,000 for the nine months ended September 30, 2011 over the same period last year. Interest on federal funds sold increased $1,000 primarily due to an increase in the average balance of $3,640,000. Interest on investment securities decreased $9,000 due mainly to a decrease in the average balance from $2,437,000 at September 30, 2010 to $878,000 at September 30, 2011. Interest in the loan portfolio decreased $109,000 due mainly to a decrease in the average interest rate of 10.17% at September 30, 2010 to 10.12% at September 30, 2011 and a decrease in the average balance of $108,000. Interest on Certificates of Deposit purchased decreased $19,000 due to a decrease in the average balance of $4,131,000 with an average rate of 0.81% for 2011 as compared to an average balance of $4,785,000 with an average rate of 1.23% in 2010.

 

Interest expense decreased $6,000 for the nine months ended September 30, 2011 over the same period last year. This was caused primarily by a decrease in the average interest rate paid on interest-bearing deposits from .77% at September 30, 2010 to .74% as of September 30, 2011. The impact of the decrease in the average interest rate paid on interest-bearing deposits was partially offset by an increase in the average balance of interest bearing deposits from $46,475,000 at September 30, 2010 to $48,057,000 at September 30, 2011. The average interest rate on interest-bearing liabilities decreased from .91% at September 30, 2010 to .87% at September 30, 2011.

 

Net interest income decreased $130,000 for the nine months ended September 30, 2011 compared to the same period last year. Our interest rate spread decreased from 6.78% at September 30, 2010 to 6.57% at September 30, 2011. The decrease in the rate spread was due to an decrease of .25% on the yield on interest-earning assets from 7.69% for the nine months ended September 30, 2010 to 7.44% for the nine months ended September 30, 2011, and a decrease of .04% on the average rate paid out on interest bearing liabilities from .91% paid for the nine months ended September 30, 2010 as compared to .87% paid during the nine months ended September 30, 2011.

Non-interest income decreased $464,000 between the nine month periods from $1,196,000 at September 30, 2010 to $732,000 at September 30, 2011. Income from Service Charges on deposit accounts decreased $22,000, Cardholder and Other Credit Card income decreased $3,000 and Other Operating income decreased $438,000. The decrease in Other Operating income is primarily due to the 2010 gain on the sale of ORE property of $395,000, and $78,000 of Dividend income received during the nine months ended September 30, 2010, partially offset by the gain on the sale of ORE property of $16,000 and rental income from ORE property of $5,000 during the nine months ended September 30, 2011.

 

Non-interest expense decreased $280,000 for the nine month period of 2011 as compared to the same period last year. Salaries and Employee Benefits decreased $166,000 from $1,934,000 at September 30, 2010 to $1,768,000 at September 30, 2011. This decrease was due mainly to a reduction in the number of employees. Occupancy expense decreased by $103,000 due to lower building repairs and depreciation expenses. Communications increased by $9,000, Outsourcing fees increased by $24,000, Loan and Credit Card expense increased by $3,000, Professional fees increased $23,000 primarily due to an increase in Consulting Fees, ORE expenses decreased $120,000 due to a reduction in repairs expense incurred during the nine months ended September 30, 2011 as compared to the nine months ended September 30, 2010, and Other Operating expenses increased $49,000 due primarily to increases in our FDIC assessment and Telephone/Communications expense.

 

THREE MONTHS ENDED SEPTEMBER 30, 2011 COMPARED WITH THREE MONTHS ENDED SEPTEMBER 30, 2010

 

Net income for the third quarter of 2011 was $22,000, or $.12 per share, compared to ($96,000), or ($.53) per share, for the same period last year for a increase of $118,000.

 

Interest income decreased $48,000 over the same period last year. Interest on the loan portfolio decreased $38,000 from $1,463,000 at September 30, 2010 to $1,425,000 at September 30, 2011. This was caused mainly by a decrease in the average balance of loans from $60,237,000 at September 30, 2010 to $57,159,000 at September 30, 2011. Interest on investment securities decreased $3,000 due mainly to a decrease in the average balance of investments from $2,455,000 at September 30, 2010 to $878,000 at September 30, 2011. Interest on certificates of deposit decreased $6,000 due mainly to a decrease in the interest rate of 1.10% in 2010 to 0.63% in 2011 and a decrease in the average balance from $4,746,000 to $4,453,000. Interest on federal funds sold decreased $2,000 due mainly to a decrease in the interest rate of 0.16% in 2010 to 0.08% in 2011 and offset by an increase in the average balance from $12,171,000 to $15,928,000.

 

Interest expense decreased $3,000 for the three months ended September 30, 2011 over the same period last year. This was caused by an increase in the average balance of interest bearing deposits from $46,577,000 in 2010 to $47,487,000 in 2011 and was partially offset by a decrease in the interest rate from 0.78% to 0.74%.

 

Net interest income decreased $45,000 due primarily to a decrease in interest rate on earning assets of 0.13% and a decrease in interest bearing liabilities of 0.04%.

 

Non-interest income increased $11,000 for the three-month period ended September 30, 2011 compared to the prior year period. Service Charges on Deposit accounts decreased $13,000 due mainly to service charges, Cardholder and Other Credit Card income decreased $3,000 and Other operating income increased by $27,000 due mainly to an increase in ORE and Other commission & fees recognized during the three months ended September 2011.

Non-interest expense decreased $123,000 for the three-month period ended September 30, 2011 compared to the prior year period. Salaries and Employee benefits decreased $86,000 due to a reduction in number of employees. Occupancy expense decreased $24,000 due primarily to lower depreciation expenses along with lower building and maintenance repairs and Professional fees decreased $7,000 due primarily to consultant fees. In addition Other Operating Expenses decreased $21,000 due to lower losses in credit card fraud and lower courier service expense. This decrease was offset by increases in Communications of $1,000, Outsourcing Fees of $7,000 due to an overall increase in Credit Card sales, Loan & Credit Card expense of $2,000, and ORE expense of $5,000 due to increased insurance expense.

 

The provision for income taxes for the three months ended September 30, 2011 was $13,000, an increase of $49,000 compared to the same period last year. For the three months ended September 30, 2010, the Company recognized a benefit $36,000 due primarily to its pre-tax book loss.

 

The following table shows interest income on earning assets and related average yields, as well as interest expense on inter-bearing liabilities and related average rates paid for nine months ended September 30, 2011 and September 30, 2010.

 

Average Balances, Interests and Yields

 

		Nine Months Ended
		September 30, 2011												September 30, 2010
		Average												Average
(Dollars in thousands)		Balance				Interest				Rate				Balance				Interest				Rate
ASSETS
INTEREST-EARNING ASSETS:
Loans, net of unearned income(1)(2)
Taxable			57,937				4,396				10.12	%			59,045				4,504				10.17	%
Tax-exempt			—												—
Investment securities
Taxable			878				5				0.76	%			2,437				14				0.77	%
Tax-exempt			—												—
Certificates of Deposit			4,131				25				0.81	%			4,785				44				1.23	%
Federal funds sold			16,651				14				0.11	%			13,011				13				0.13	%
Total Interest-Earning Assets			79,597				4,440				7.44	%			79,278				4,575				7.69	%
LIABILITIES AND SHAREHOLDERS' EQUITY
INTEREST-BEARING LIABILITIES:
Deposits:
Demand Deposits			15,084				43				0.38	%			15,485				66				0.57	%
Savings deposits			19,924				52				0.35	%			20,759				56				0.36	%
Time deposits			13,049				170				1.74	%			10,231				148				1.93	%
Total Interest-Bearing Deposits			48,057				265				0.74	%			46,475				270				0.77	%
Federal Funds Purchased
Securities sold under agreements to repurchase
Other Short-Term borrowings			—												—
Long-Term debt			1,144				56				6.53	%			1,144				56				6.53	%
Total Int-Bearing Liabilities			49,201				321				0.87	%			47,619				326				0.91	%
Net Interest Income							4,119												4,249
Net Interest Spread											6.57	%											6.78	%
Net Interest Margin											5.17	%											5.36	%

 

(1) Fee income relating to loans is included in interest income.
(2) Nonaccrual loans are included in average balances and income on such loans, if
recognized, is recognized on the cash basis.
(3) Interest income does not include the effects of taxable-equivalent adjustments using
a federal tax rate of 34%.

 

Average Balances, Interests and Yields

 

		Three Months Ended
		September 30, 2011												September 30, 2010
		Average												Average
(Dollars in thousands)		Balance				Interest				Rate				Balance				Interest				Rate
ASSETS
INTEREST-EARNING ASSETS:
Loans, net of unearned income(1)(2)
Taxable		$	57,159				1,426				9.98	%		$	60,237				1,463				9.71	%
Tax-exempt			—												—
Investment securities
Taxable			878				2				0.91	%			2,455				5				0.81	%
Tax-exempt			—												—
Certificates of Deposit			4,453				7				0.63	%			4,746				13				1.10	%
Federal funds sold			15,928				3				0.08	%			12,171				5				0.16	%
Total Interest-Earning Assets			78,418				1,438				7.34	%			79,609				1,486				7.47	%
LIABILITIES AND SHAREHOLDERS' EQUITY
INTEREST-BEARING LIABILITIES:
Deposits:
Demand Deposits			14,724				17				0.46	%			15,310				26				0.68	%
Savings deposits			19,946				18				0.36	%			20,868				19				0.36	%
Time deposits			12,817				53				1.65	%			10,399				46				1.77	%
Total Interest-Bearing Deposits			47,487				88				0.74	%			46,577				91				0.78	%
Federal Funds Purchased
Securities sold under agreements to repurchase
Other Short-Term borrowings			—												—
Long-Term debt			1,144				19				6.64	%			1,144				19				6.64	%
Total Int-Bearing Liabilities			48,631				107				0.88	%			47,721				110				0.92	%
Net Interest Income							1,331												1,376
Net Interest Spread											6.45	%											6.54	%
Net Interest Margin											1.70	%											1.73	%

 

(1) Fee income relating to loans is included in interest income.
(2) Nonaccrual loans are included in average balances and income on such loans, if
recognized, is recognized on the cash basis.
(3) Interest income does not include the effects of taxable-equivalent adjustments using
a federal tax rate of 34%.

 

ANALYSES OF CHANGES IN INTEREST INCOME AND INTEREST EXPENSE
For the Nine Months Ended
September 30, 2011 Compared to September 30, 2010
			Change in Interest Due to
											Total
(Dollars in thousands)			Rate				Volume				Change
Net Loans:
Taxable			(23	)			(85	)			(108	)
Investment Securities
Taxable			(0	)			(9	)			(9	)
Interest-Bearing Deposits			(13	)			(6	)			(19	)
Federal Funds Sold			(3	)			4				1
Total Interest Income		$	(39	)		$	(96	)		$	(135	)
Deposits:
Demand Deposits			(21	)			(2	)			(23	)
Savings Deposits			(2	)			(2	)			(4	)
Time Deposits			(19	)			41				22
Total Interest-Bearing Deposits			(42	)			37				(5	)
Total Interest Expense		$	(42	)		$	37			$	(5	)

 

 

ANALYSES OF CHANGES IN INTEREST INCOME AND INTEREST EXPENSE
For the Three Months Ended
September 30, 2011 Compared to September 30, 2010
			Change in Interest Due to
											Total
(Dollars in thousands)			Rate				Volume				Change
Net Loans:
Taxable			38				(75	)			(37	)
Investment Securities
Taxable			0				(3	)			(3	)
Interest-Bearing Deposits			(5	)			(1	)			(6	)
Federal Funds Sold			(4	)			2				(2	)
Total Interest Income		$	29			$	(77	)		$	(48	)
Deposits:
Demand Deposits			(8	)			(1	)			(9	)
Savings Deposits			(0	)			(1	)			(1	)
Time Deposits			(4	)			11				7
Total Interest-Bearing Deposits			(12	)			9				(3	)
Total Interest Expense		$	(12	)		$	9			$	(3	)

 

Item 3 Quantitative and Qualitative Disclosures about Market Risk, Catastrophic Events, and Future Growth

 

Management considers interest rate risk to be a market risk that could have a significant effect on the financial condition of the Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition, and/or operating results. Difficult conditions in the financial services markets may materially and adversely affect the business and results of operations of the Bank and the Company.

Dramatic declines in the housing market during the past year, along with falling home prices and increasing foreclosures and unemployment, have resulted in significant write downs of asset values by financial institutions, including government-sponsored entities and major commercial and investment banks. These write-downs, initially of mortgage-backed securities by spreading to credit default swaps and other derivative securities, have caused many financial institutions to seek additional capital, to merge with larger and stronger institutions, and, in some cases, to fail. Many lenders and institutional investors have reduced, and in some cases, ceased to provide funding to borrowers, including other financial institutions. This market turmoil and tightening of credit have led to an increased level of commercial and consumer delinquencies, lack of consumer confidence, increased market volatility, and widespread reduction of business activity generally, which could have a material adverse effect on our business and operations. A worsening of these conditions would likely exacerbate any adverse effects of these difficult market conditions on us and others in the financial institutions industry.

 

However, the majority of small community banks, such as Bank of Louisiana, have strong reserve positions and are well capitalized.

 

The occurrence of catastrophic events such as hurricanes, tropical storms, earthquakes, windstorms, floods, severe winter weather, fires and other catastrophes could adversely affect our consolidated financial condition or results of operations. Unpredictable natural and other disasters could have an adverse effect on us in that such events could materially disrupt our operations or the ability or willingness of our customers to access financial services offered by us. The incidence and severity of catastrophic events could nevertheless reduce our earnings and cause volatility in our financial results for any fiscal quarter or year and have a material adverse effect on our financial condition or results of operation.

 

The Company is a customer-focused organization. Future growth is expected to be driven in a large part by the relationships maintained with customers. The Company has assembled an experienced management team, and has management development plans in place.

 

Item 4 Submission of Matters to a Vote of Security Holders

 

The Annual Meeting of Shareholders of BOL BANCSHARES, INC. was held on April 12, 2011. Five nominees were elected to serve one year terms as directors. Laporte, Sehrt, Romig and Hand was approved as the independent auditors. There were no other matters voted upon at the meeting.

 

Below are the names of the nominees who were elected as directors and the number of shares cast for each. The total shares voting were 123,919.

 

		Number of Shares
Nominee		For				Against				Abstain
G. Harrison Scott			123,644				99				176
Johny C. Crow			123,644				99				176
Franck F. LaBiche			123,644				99				176
Sharry R. Scott			123,644				99				176
A. Earle Cefalu, Jr.			123,644				99				176

 

 

Item 4T Controls and Procedures

 

Under the supervision and with the participation of our management, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934) as of the end of the period covered by this report. Based upon that evaluation, the certifying officers of the Company have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities and Exchange Act of 1934, is recorded, processed, summarized and reported within the applicable time periods specified by the Securities and Exchange Commission’s rules and forms. There has been no change in the Company’s internal control over financial reporting during the Company’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

 

 

PART II - OTHER INFORMATION

 

Item 6 Exhibits

 

	Exhibits
	1.1	Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer
	31.2	Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer
	32	Certification Pursuant to 18 U.S.C. Section 1350

 

 

BOL BANCSHARES, INC.

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) 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.

 

 

 

		BOL BANCSHARES, INC.
November 21, 2011
Date		G. Harrison Scott
		Chairman
		(in his capacity as a duly authorized
		officer of the Registrant)
		Peggy L. Schaefer
		Treasurer
		(in her capacity as Chief Accounting
		Officer of the Registrant)