FORWARD LOOKING STATEMENTS
This quarterly report and other materials we have filed or may file with the
Securities and Exchange Commission ("SEC") contain or may contain
forward-looking statements within the meaning of the safe harbor provisions of
the U.S. Private Securities Reform Act of 1995, which are made in good faith by
us. Forward-looking statements include, but are not limited to: (1) projections
of revenues, income or loss, earnings or loss per common share, capital
structure and other financial items; (2) plans and objectives of the management
or Boards of Directors of CF Bankshares Inc. (the "Holding Company") or CFBank,
National Association ("CFBank" and, together with the Holding Company, the
"Company"); (3) statements regarding future events, actions or economic
performance; and (4) statements of assumptions underlying such statements. Words
such as "estimate," "strategy," "may," "believe," "anticipate," "expect,"
"predict," "will," "intend," "plan," "targeted," and the negative of these
terms, or similar expressions, are intended to identify forward-looking
statements, but are not the exclusive means of identifying such statements.
Various risks and uncertainties may cause actual results to differ materially
from those indicated by our forward-looking statements, including, without
limitation, those risks detailed from time to time in our reports filed with the
SEC, including those identified in "Item 1A. Risk Factors" of Part I of our
Annual Report on Form 10-K filed with SEC for the year ended December 31, 2021,
as supplemented by "Item 1A. Risk Factors" of Part II of our Quarterly Reports
on Form 10-Q for the quarterly periods ended March 31, 2022 and June 30, 2022.
Forward-looking statements are not guarantees of performance or results. A
forward-looking statement may include a statement of the assumptions or bases
underlying the forward-looking statement. We believe that we have chosen these
assumptions or bases in good faith and that they are reasonable. We caution you,
however, that assumptions or bases almost always vary from actual results, and
the differences between assumptions or bases and actual results can be material.
The forward-looking statements included in this quarterly report speak only as
of the date of the report. We undertake no obligation to publicly release
revisions to any forward-looking statements to reflect events or circumstances
after the date of such statements, except to the extent required by law.
Business Overview
The Holding Company is a financial holding company that owns 100% of the stock
of CFBank, which was formed in Ohio in 1892 and converted from a federal savings
association to a national bank on December 1, 2016. Prior to December 1, 2016,
the Holding Company was a registered savings and loan holding company. Effective
as of December 1, 2016 and in conjunction with the conversion of CFBank to a
national bank, the Holding Company became a registered bank holding company and
elected financial holding status with the Federal Reserve Board (the "FRB").
Effective as of July 27, 2020, the Company changed its name from Central Federal
Corporation to CF Bankshares Inc.
CFBank focuses on serving the financial needs of closely held businesses and
entrepreneurs, by providing comprehensive Commercial, Retail, and Mortgage
Lending services presence. In all regional markets, CFBank provides commercial
loans and equipment leases, commercial and residential real estate loans and
treasury management depository services, residential mortgage lending, and
full-service commercial and retail banking services and products. CFBank is
differentiated by our penchant for individualized service coupled with direct
customer access to decision-makers, and ease of doing business. CFBank matches
the sophistication of much larger banks, without the bureaucracy.
Most of our deposits and loans come from our market areas. Our principal market
area for loans and deposits includes the following counties: Franklin County,
Ohio through our office in Worthington, Ohio and our loan production office in
Columbus, Ohio; Delaware County, Ohio through our Polaris office in Columbus,
Ohio; Hamilton County, Ohio through our offices in Glendale and Blue Ash, Ohio;
Cuyahoga County, Ohio, through our office in Woodmere, Ohio; Summit County, Ohio
through our office in Fairlawn, Ohio; and Marion County, Indiana through our
office in Indianapolis. In addition, we opened two new banking offices in Ohio
City (Cleveland) and Red Bank (Cincinnati) in October 2022. Because of CFBank's
concentration of business activities in Ohio, the Company's financial condition
and results of operations depend in large part upon economic conditions in Ohio.
COVID-19 Impact. The World Health Organization declared the coronavirus COVID-19
a pandemic in March 2020. COVID-19 negatively impacted global, national and
local economies, disrupted global and national supply chains, lowered equity
market valuations, and created significant volatility and disruption in
financial markets. While the direct impacts related to the COVID-19 pandemic
have waned, certain economic concerns remain due to the continued disruption of
supply chains, workforce shortages, rising inflationary pressures and the
prospects of recession. In addition, a resurgence in the spread of COVID-19,
including new variants thereof, or a new pandemic could result in similar, or
potentially greater, impacts in the future which could adversely affect our
business, financial condition, liquidity, and results of operations.
During the COVID-19 pandemic, we assisted numerous existing and new customers
through our participation in the Paycheck Protection Program ("PPP") and by
providing temporary loan modifications to loan customers. CFBank originated
approximately $126 million of PPP loans during the second quarter of 2020 to
over 550 borrowers. The PPP loans provided low interest rates (1%) and
potentially forgivable funds to small businesses and are fully guaranteed by the
SBA, warranting no credit loss provision. Using the PPP loans as collateral,
CFBank funded nearly all of the PPP loans through loans obtained under the FRB's
Paycheck Protection
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Program Liquidity Facility ("PPPLF"), which carried a low interest rate of
0.35%. CFBank's loans outstanding through the PPP totaled $50,000 at September
30, 2022 and $450,000 at December 31, 2021. PPP loans are given a zero
risk-weight in regulatory risk-based capital ratios. Also, to the extent the PPP
loans are funded through the PPPLF, they are also excluded from average assets
for purposes of calculating CFBank's regulatory leverage ratio. Since the
pandemic started, CFBank has granted payment deferrals on loans totaling
approximately $100 million (or approximately 12% of outstanding loan balances).
At September 30, 2022, there were no remaining loans on payment deferrals.
Repositioning of Residential Mortgage Business Model. In early 2021, a shift in
the mortgage industry resulted in significantly fewer refinance opportunities
and lower margins on residential mortgage loans. In response, the Company
strategically scaled down and repositioned its Residential Mortgage Business and
exited the direct-to-consumer mortgage business in favor of portfolio lending in
our regional markets with servicing retained. Our Commercial Banking Business
continues to experience strong growth and has become the primary driver of our
earnings and performance.
General
Our net income is dependent primarily on net interest income, which is the
difference between the interest income earned on loans and securities and our
cost of funds, consisting of interest paid on deposits and borrowed funds. Net
interest income is affected by regulatory, economic and competitive factors that
influence interest rates, loan demand, the level of nonperforming assets and
deposit flows.
Net income is also affected by, among other things, provisions for loan and
lease losses, loan fee income, service charges, gains on loan sales, operating
expenses, and taxes. Operating expenses principally consist of employee
compensation and benefits, occupancy, advertising and marketing, data
processing, professional fees, FDIC insurance premiums and other general and
administrative expenses. Our results of operations are significantly affected by
general economic and competitive conditions, changes in market interest rates
and real estate values, government policies and actions of regulatory
authorities. Our regulators have extensive discretion in their supervisory and
enforcement activities, including the authority to impose restrictions on our
operations, to classify our assets and to require us to increase the level of
our allowance for loan and lease losses. Any change in such regulation and
oversight, whether in the form of regulatory policy, regulations, legislation or
supervisory action, may have a material impact on our business, financial
condition, results of operations and/or cash flows.
Management's discussion and analysis represents a review of our consolidated
financial condition and results of operations for the periods presented. This
review should be read in conjunction with our consolidated financial statements
and related notes.
Financial Condition
General. Assets totaled $1.8 billion at September 30, 2022 and increased $268.5
million, or 18.0%, from $1.5 billion at December 31, 2021. The increase was
primarily due to a $259.7 million increase in net loan balances and a $31.5
million increase in cash and cash equivalents, partially offset by a $28.0
million decrease in loans held for sale.
Cash and cash equivalents. Cash and cash equivalents totaled $198.1 million at
September 30, 2022, and increased $31.5 million, or 18.9%, from $166.6 million
at December 31, 2021. The increase in cash and cash equivalents was primarily
attributed to an increase in net deposit balances, an increase in FHLB advances
and other debt, securities maturities and a decrease in loans held for sale,
partially offset by increases in net loan balances.
Securities. Securities available for sale totaled $11.4 million at September 30,
2022, and decreased $4.9 million, or 30.0%, compared to $16.3 million at
December 31, 2021. The decrease was due to principal maturities and unrealized
losses.
Loans held for sale. Loans held for sale totaled $0 at September 30, 2022 and
decreased $28.0 million, or 100.0%, from $28.0 million at December 31, 2021. The
decrease is the result of the Company's decision to exit the direct-to-consumer
mortgage business in favor of portfolio lending in our regional markets with
servicing retained.
Loans and Leases. Net loans and leases totaled $1.5 billion at September 30,
2022, and increased $259.7 million, or 21.4%, from $1.2 billion at December 31,
2021. The increase in net loans was primarily due to a $92.7 million increase in
single-family residential loan balances, a $78.3 million increase in commercial
loan balances, a $46.6 million increase in construction loan balances, a $20.9
million increase in multi-family loan balances, a $16.3 million increase in
commercial real estate loan balances, and a $5.3 million increase in home equity
lines of credit. The increases in the aforementioned loan balances were related
to increased sales activity and new relationships.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Allowance for loan and lease losses (ALLL). The allowance for loan and lease
losses totaled $15.7 million at September 30, 2022, and increased $179,000, or
1.2%, from $15.5 million at December 31, 2021. The increase in the ALLL is due
to $150,000 in provision expense and net recoveries during the nine months ended
September 30, 2022. The ratio of the ALLL to total loans was 1.05% at September
30, 2022, compared to 1.26% at December 31, 2021.
The ALLL is a valuation allowance for probable incurred credit losses. The ALLL
methodology is designed as part of a thorough process that incorporates
management's current judgments about the credit quality of the loan portfolio
into a determination of the ALLL in accordance with generally accepted
accounting principles and supervisory guidance. Management analyzes the adequacy
of the ALLL quarterly through reviews of the loan portfolio, including the
nature and volume of the loan portfolio and segments of the portfolio; industry
and loan concentrations; historical loss experience; delinquency statistics and
the level of nonperforming loans; specific problem loans; the ability of
borrowers to meet loan terms; an evaluation of collateral securing loans and the
market for various types of collateral; various collection strategies; current
economic conditions, trends and outlook; and other factors that warrant
recognition in providing for an adequate ALLL. Based on the variables involved
and the significant judgments management must make about outcomes that are
uncertain, the determination of the ALLL is considered to be a critical
accounting policy. See the section titled "Critical Accounting Policies" for
additional discussion.
The ALLL consists of specific and general components. The specific component
relates to loans that are individually classified as impaired. A loan is
impaired when, based on current information and events, it is probable that
CFBank will be unable to collect all amounts due according to the contractual
terms of the loan agreement. Substandard loans of all classes within the
commercial, commercial real estate, construction and multi-family residential
loan segments, regardless of size, are individually evaluated for impairment
when they are 90 days past due, or earlier than 90 days past due if information
regarding the payment capacity of the borrower indicates that payment in full
according to the loan terms is doubtful. If a loan is impaired, a portion of the
allowance is allocated 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, less costs to sell, if repayment is expected solely from
the collateral. Large groups of smaller balance loans, such as consumer and
single-family residential real estate loans, are collectively evaluated for
impairment, and accordingly, they are not separately identified for impairment
disclosures. Loans within any class for which the terms have been modified
resulting in a concession, and for which the borrower is experiencing financial
difficulties, are considered troubled debt restructurings (TDRs) and are
classified as impaired. See Notes 1 and 4 to our consolidated financial
statements included in this Quarterly Report on Form 10-Q for additional
information regarding the ALLL.
Individually evaluated impaired loans totaled $203,000 at September 30, 2022,
and decreased $2.8 million, or 93.2%, from $3.0 million at December 31, 2021.
The decrease was primarily due to the payoffs of three impaired loans during the
nine months ended September 30, 2022. The amount of the ALLL specifically
allocated to individually impaired loans totaled $178 at September 30, 2022 and
$20,000 at December 31, 2021.
The specific reserve on impaired loans is based on management's estimate of the
present value of estimated future cash flows using the loan's effective rate or
the fair value of collateral, if repayment is expected solely from the
collateral. On at least a quarterly basis, management reviews each impaired loan
to determine whether it should have a specific reserve or partial charge-off.
Management relies on appraisals or internal evaluations to help make this
determination. Determination of whether to use an updated appraisal or internal
evaluation is based on factors including, but not limited to, the age of the
loan and the most recent appraisal, condition of the property and whether we
expect the collateral to go through the foreclosure or liquidation process.
Management considers the need for a downward adjustment to the valuation based
on current market conditions and on management's analysis, judgment and
experience. The amount ultimately charged-off for these loans may be different
from the specific reserve, as the ultimate liquidation of the collateral and/or
projected cash flows may be different from management's estimates.
Nonperforming loans, which are nonaccrual loans and loans at least 90 days past
due but still accruing interest, totaled $1.0 million at September 30, 2022, and
increased $7,000 from $997,000 at December 31, 2021. The increase was primarily
due to two equipment finance leases going into nonaccrual in the third quarter
of 2022, partially offset by one consumer loan paying off in the second quarter
of 2022 and principal payments. The ratio of nonperforming loans to total loans
was 0.07% at September 30, 2022 compared to 0.08% at December 31, 2021.
Nonaccrual loans include some loans that were modified and identified as TDRs
and are not performing. TDRs included in nonaccrual loans totaled $107,000 at
September 30, 2022 and $147,000 at December 31, 2021.
Nonaccrual loans at September 30, 2022 and December 31, 2021 do not include
$96,000 and $2.8 million, respectively, of TDRs where customers have established
a sustained period of repayment performance, generally six months, the loans are
current according to their modified terms and repayment of the remaining
contractual payments is expected. These loans are included in total impaired
loans. See Notes 1 and 4 to the consolidated financial statements included in
this Quarterly Report on Form 10-Q for additional information regarding impaired
loans and nonperforming loans.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
The general reserve component of our ALLL covers non-impaired loans of all
classes and is based on historical loss experience adjusted for current factors.
The historical loss experience is determined by loan class and is based on the
actual loss history experienced by CFBank over a three-year period. The general
component is calculated based on CFBank's loan balances and actual three-year
historical loss rates. For loans with little or no actual loss experience,
industry estimates are used based on loan segment. This actual loss experience
is supplemented with other economic and judgmental factors based on the risks
present for each loan class. These economic and judgmental factors include
consideration of the following: levels of and trends in delinquencies and
impaired loans; levels of and trends in charge-offs and recoveries; trends in
volume and terms of loans; effects of any changes in risk selection and
underwriting standards; other changes in lending policies, procedures, and
practices; experience, ability, and depth of lending management and other
relevant staff; national and local economic trends and conditions; industry
conditions; and effects of changes in credit concentrations.
Management's loan review process is an integral part of identifying problem
loans and determining the ALLL. We maintain an internal credit rating system and
loan review procedures specifically developed as the primary credit quality
indicator to monitor credit risk for commercial, commercial real estate and
multi-family residential real estate loans. We analyze these loans individually
and categorize loans into risk categories based on relevant information about
the ability of borrowers to service their debt, such as current financial
information, historical payment experience, credit documentation, public
information and current economic trends, among other factors. Credit reviews for
these loan types are generally performed at least annually, and more often for
loans with higher credit risk. Loan officers maintain close contact with
borrowers between reviews. Adjustments to loan risk ratings are based on the
reviews and at any time information is received that may affect risk ratings.
Additionally, an independent third party review of commercial, commercial real
estate and multi-family residential loans is performed at least annually.
Management uses the results of these reviews to help determine the effectiveness
of the existing policies and procedures and to provide an independent assessment
of our internal loan risk rating system.
We have incorporated the regulatory asset classifications as a part of our
credit monitoring and internal loan risk rating system. In accordance with
regulations, problem loans are classified as special mention, substandard,
doubtful or loss, and the classifications are subject to review by the
regulators. Assets designated as special mention are considered criticized
assets. Assets designated as substandard, doubtful or loss are considered
classified assets. See Note 4 to our consolidated financial statements included
in this Quarterly Report on Form 10-Q for additional information regarding the
regulatory asset classifications.
The level of total criticized and classified loans decreased by $2.8 million, or
44.8%, during the nine months ended September 30, 2022. Loans designated as
special mention decreased $26,000, or 1.1%, and totaled $2.4 million at
September 30, 2022. Loans classified as substandard decreased $2.7 million, or
75.0%, and totaled $897,000 at September 30, 2022, compared to $3.6 million at
December 31, 2021. Loans designated as doubtful decreased $40,000, or 27.2%, and
totaled $107,000 at September 30, 2022, compared to $147,000 at December 31,
2021. See Note 4 to our consolidated financial statements included in this
Quarterly Report on Form 10-Q for additional information regarding risk
classification of loans.
In addition to credit monitoring through our internal loan risk rating system,
we also monitor past due information for all loan segments. Loans that are not
rated under our internal credit rating system include groups of homogenous
loans, such as single-family residential real estate loans and consumer loans.
The primary credit indicator for these groups of homogenous loans is past due
information.
Total past due loans decreased $2.3 million and totaled $1.3 million at
September 30, 2022, compared to $3.6 million at December 31, 2021. Past due
loans totaled 0.1% of the loan portfolio at September 30, 2022, compared to 0.3%
at December 31, 2021. See Note 4 to our consolidated financial statements
included in this Quarterly Report on Form 10-Q for additional information
regarding loan delinquencies.
All lending activity involves risk of loss. Certain types of loans, such as
option adjustable-rate mortgage (ARM) products, junior lien mortgages, high
loan-to-value ratio mortgages, interest only loans, subprime loans and loans
with initial teaser rates, can have a greater risk of non-collection than other
loans. CFBank has not engaged in subprime lending or used option ARM products.
Loans that contain interest only payments may present a higher risk than those
loans with an amortizing payment that includes periodic principal reductions.
Interest only loans are primarily commercial lines of credit secured by business
assets and inventory, and consumer home equity lines of credit secured by the
borrower's primary residence. Due to the fluctuations in business assets and
inventory of our commercial borrowers, CFBank has increased risk due to a
potential decline in collateral values without a corresponding decrease in the
outstanding principal. Interest only commercial lines of credit totaled $117.8.
million, or 28.4%, of CFBank's commercial portfolio at September 30, 2022,
compared to $120.1 million, or 35.6%, at December 31, 2021. Interest only home
equity lines of credit totaled $28.3 million, or 95.6%, of the total home equity
lines of credit at September 30, 2022 compared to $23.9 million, or 98.7%, at
December 31, 2021.
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CF BANKSHARES INC.
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MANAGEMENT DISCUSSION AND ANALYSIS
We believe the ALLL is adequate to absorb probable incurred credit losses in the
loan portfolio as of September 30, 2022; however, future additions to the
allowance may be necessary based on factors including, but not limited to,
deterioration in client business performance, recessionary economic conditions,
declines in borrowers' cash flows and market conditions which result in lower
real estate values, including any of the foregoing that may result from the
ongoing COVID-19 pandemic and/or the effects of various governmental responses
to the pandemic, including stimulus packages and programs. Additionally, various
regulatory agencies, as an integral part of their examination process,
periodically review the ALLL. Such agencies may require additional provisions
for loan losses based on judgments and estimates that differ from those used by
management, or on information available at the time of their review. Management
continues to diligently monitor credit quality in the existing portfolio and
analyze potential loan opportunities carefully in order to manage credit risk.
An increase in loan losses could occur if economic conditions and factors which
affect credit quality, real estate values and general business conditions worsen
or do not improve.
Foreclosed assets. The Company held no foreclosed assets at September 30, 2022
or December 31, 2021. The level of foreclosed assets and charges to foreclosed
assets expense may change in the future in connection with workout efforts
related to foreclosed assets, nonperforming loans and other loans with credit
issues.
Deposits. Deposits totaled $1.5 billion at September 30, 2022, an increase of
$243.6 million, or 19.6%, when compared to $1.2 billion at December 31, 2021.
The increase when compared to December 31, 2021 is primarily due to a $242.0
million increase in money market account balances, which included several new
Public Funds deposit relationships totaling approximately $147 million, and a
$15.5 million increase in certificate of deposit account balances, partially
offset by a $12.9 million decrease in checking account balances.
Noninterest-bearing deposit accounts decreased $14.0 million from $284.9 million
at December 31, 2021 to $270.9 million at September 30, 2022.
CFBank is a participant in the Certificate of Deposit Account Registry Service®
(CDARS) and Insured Cash Sweep (ICS) programs offered through Promontory
Interfinancial Network. Promontory works with a network of banks to offer
products that can provide FDIC insurance coverage in excess of $250,000 through
these innovative products. Brokered deposits, including CDARS and ICS deposits
that qualify as brokered, totaled $296.8 million at September 30, 2022, and
increased $18.7 million, or 6.7%, from $278.1 million at December 31, 2021.
Customer balances in the CDARS reciprocal and ICS reciprocal programs, which do
not qualify as brokered, totaled $151.2 million at September 30, 2022 and
increased $92.8 million, or 159.1%, from $58.4 million at December 31, 2021.
FHLB advances and other debt. FHLB advances and other debt totaled $102.8
million at September 30, 2022 and increased $13.1 million, or 14.6%, compared to
$89.7 million at December 31, 2021. The increase was due to a $15.0 million
increase in FHLB advances, partially offset by net reductions of $1.5 million on
the Holding Company's line of credit.
Prior to May 21, 2021, the Holding Company had a term loan in the original
principal amount of $5.0 million with an additional $10.0 million revolving
line-of-credit with a third-party bank. That credit facility was refinanced into
a new $35.0 million facility on May 21, 2021. The credit facility is revolving
until May 21, 2024, at which time any then-outstanding balance is converted to a
10-year term note on a graduated 10-year amortization. Borrowings on the credit
facility bear interest at a fixed rate of 3.85% until May 21, 2026, and the
interest rate then converts to a floating rate equal to PRIME with a floor of
3.25%. The purpose of the credit facility is to provide an additional source of
liquidity for the Holding Company and to provide funds for the Holding Company
to downstream as additional capital to CFBank to support growth. As of September
30, 2022, the Company had an outstanding balance of $22.8 million on the
facility.
At September 30, 2022, CFBank had availability in unused lines of credit at two
commercial banks in the amounts of $50.0 million and $15.0 million. There were
no outstanding borrowings on either line at September 30, 2022 or December 31,
2021.
CFBank participated in the PPPLF, which provides liquidity through term
financing backed by PPP loans. Principal payments are due on PPPLF advances when
the related PPP loans are repaid or forgiven by the SBA. CFBank had no
outstanding balance on PPPLF advances at September 30, 2022 and an outstanding
principal balance on PPPLF advances of $450,000 at December 31, 2021. See the
section titled "Liquidity and Capital Resources" for additional information
regarding FHLB advances and other debt.
Subordinated debentures. Subordinated debentures totaled $14.9 million at
September 30, 2022 and $14.9 million at December 31, 2021. In December 2018, the
Holding Company entered into subordinated note purchase agreements with certain
qualified institutional buyers and completed a private placement of $10.0
million of fixed-to-floating rate subordinated notes, resulting in net proceeds
of $9,612,000 after deducting unamortized debt issuance costs of approximately
$388,000. In 2003, the Holding Company issued subordinated debentures in
exchange for the proceeds of a $5.0 million trust preferred securities offering
issued by a trust formed by the Holding Company. The terms of the subordinated
debentures allow for the Holding Company to defer interest payments for a period
not to exceed five years. Interest payments on the subordinated debentures were
current at September 30, 2022 and December 31, 2021.
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PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Stockholders' equity. Stockholders' equity totaled $134.9 million at September
30, 2022, an increase of $9.6 million, or 7.6%, from $125.3 million at December
31, 2021. The increase in total stockholders' equity was primarily attributed to
net income, partially offset by share repurchases of $2.3 million and a $1.5
million other comprehensive loss. The other comprehensive loss was the result of
the mark-to-market adjustment of our investment portfolio.
Management continues to proactively monitor capital levels and ratios in its
on-going capital planning process. CFBank has leveraged its capital to support
balance sheet growth and drive increased net interest income. Management remains
focused on growing capital though earnings; however, should the need arise,
CFBank has additional sources of capital and alternatives it could utilize as
further discussed in the "Liquidity and Capital Resources" section in this
Quarterly Report on Form 10-Q.
Currently, the Holding Company has excess cash or sources of liquidity to cover
its expenses for the foreseeable future, and could inject capital into CFBank if
necessary. Also, CFBank has the flexibility to manage its balance sheet size as
a result of the short duration of the loans held for sale, as well as to deploy
those assets into higher earning assets to improve net interest income as the
opportunity presents itself.
Comparison of the Results of Operations for the Three Months Ended September 30,
2022 and 2021.
General. Net income for the three months ended September 30, 2022 totaled $4.2
million (or $0.65 per diluted common share) and increased $173,000, or 4.2%,
compared to net income of $4.1 million (or $0.61 per diluted common share) for
the three months ended September 30, 2021. The increase in net income was
primarily the result of an increase in net interest income, partially offset by
an increase in other noninterest expense and a decrease in noninterest income.
Net interest income. Net interest income is a significant component of net
income, and consists of the difference between interest income generated on
interest-earning assets and interest expense incurred on interest-bearing
liabilities. Net interest income is primarily affected by the volumes, interest
rates and composition of interest-earning assets and interest-bearing
liabilities. The tables in the sections below titled "Average Balances, Interest
Rates and Yields" and "Rate/Volume Analysis of Net Interest Income" provide
important information on factors impacting net interest income and should be
read in conjunction with this discussion of net interest income.
Net interest income totaled $13.3 million for the quarter ended September 30,
2022 and increased $2.9 million, or 27.9%, compared to net interest income of
$10.4 million for the quarter ended September 30, 2021. The increase in net
interest income was primarily due to a $5.3 million, or 41.7%, increase in
interest income, partially offset by a $2.4 million, or 104.8%, increase in
interest expense. The increase in interest income was primarily attributed to a
62bps increase in the average yield on interest-earning assets, coupled with a
$286.2 million, or 22.1%, increase in average interest-earning assets
outstanding. The increase in interest expense was attributed to a 57bps increase
in the average cost of funds on interest-bearing liabilities, coupled with a
$267.6 million, or 27.3%, increase in average interest-bearing liabilities. The
net interest margin of 3.36% for the quarter ended September 30, 2022 increased
15bps compared to the net interest margin of 3.21% for the third quarter of
2021.
Interest income totaled $18.0 million for the quarter ended September 30, 2022,
and increased $5.3 million, or 41.7%, compared to $12.7 million for the quarter
ended September 30, 2021. The increase in interest income was primarily
attributed to a 69bps increase in the average yield on loans and leases and
loans held for sale, coupled with a $200.5 million, or 16.4% increase in average
loans and leases outstanding and loans held for sale.
Interest expense totaled $4.7 million for the quarter ended September 30, 2022,
and increased $2.4 million, or 104.8%, compared to $2.3 million for the quarter
ended September 30, 2021. The increase in interest expense was primarily
attributed to a 60bps increase in the average rate of interest-bearing deposits,
coupled with a $242.1 million, or 26.5%, increase in average interest-bearing
deposits.
Provision for loan and lease losses. There was $150,000 in provision for loan
and lease losses expense for the quarter ended September 30, 2022 and no
provision for the quarter ended September 30, 2021. Net recoveries for the
quarter ended September 30, 2022 totaled $5,000, compared to net charge-offs of
$8,000 for the quarter ended September 30, 2021.
The following table presents information regarding net charge-offs (recoveries)
for the three months ended September 30, 2022 and 2021.
For the three months ended September 30,
2022 2021
(unaudited) (Dollars in thousands)
Single-family residential real estate (2) 13
Home equity lines of credit (3) (5)
Total $ (5) $ 8
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Noninterest income. Noninterest income for the quarter ended September 30, 2022
totaled $705,000 and decreased $1.4 million, or 66.1%, compared to $2.1 million
for the quarter ended September 30, 2021. The decrease was primarily due to a
$1.9 million decrease in gain on sale of deposits, which was attributable to the
$1.9 million gain on sale of deposits in connection with the sale of our two
Columbiana County branches in July 2021, partially offset by a $135,000 increase
in net gain on sales of commercial loans and a $55,000 increase in service
charges on deposit accounts.
Noninterest expense. Noninterest expense for the quarter ended September 30,
2022 totaled $8.6 million and increased $1.2 million, or 15.7%, compared to $7.4
million for the quarter ended September 30, 2021. The increase in noninterest
expense was primarily due to a $606,000 increase in data processing expense and
a $570,000 impairment of property and equipment. The increase in data processing
expense was primarily related to the conversion of our core processing system
during the third quarter of 2022 and the impairment of property and equipment
was related to the pending sale of our Worthington headquarters building as we
prepare to move our headquarters to New Albany, Ohio.
Income tax expense. Income tax expense was $1.0 million for the quarter ended
September 30, 2022, an increase of $38,000 compared to $985,000 for the quarter
ended September 30, 2021. The effective tax rate for the quarter ended September
30, 2022 was approximately 19.4%, as compared to approximately 19.5% for the
quarter ended September 30, 2021.
Our deferred tax assets are composed of NOLs, and other temporary book to tax
differences. When determining the amount of deferred tax assets that are
more-likely-than-not to be realized, and therefore recorded as a benefit, the
Company conducts a regular assessment of all available information. This
information includes, but is not limited to, taxable income in prior periods,
projected future income and projected future reversals of deferred tax items.
Based on these criteria, the Company determined as of September 30, 2022 that no
valuation allowance was required against the net deferred tax asset.
The Company records income tax expense based on the federal statutory rate
adjusted for the effect of other items such as low income housing credits, bank
owned life insurance and other miscellaneous items.
Comparison of the Results of Operations for the Nine Months Ended September 30,
2022 and 2021.
General. Net income for the nine months ended September 30, 2022 totaled $13.5
million (or $2.06 per diluted common share) and decreased $493,000, or 3.5%,
compared to net income of $14.0 million (or $2.10 per diluted common share) for
the nine months ended September 30, 2021. The decrease in net income was
primarily the result of decreased volumes on Direct-to-Consumer (DTC)
residential mortgage loans and a decrease on gain on sale of deposits,
attributable to the sale of our Columbiana County branches in July 2021,
partially offset by an increase in net interest income and a decrease in other
noninterest expense.
Net interest income. Net interest income is a significant component of net
income, and consists of the difference between interest income generated on
interest-earning assets and interest expense incurred on interest-bearing
liabilities. Net interest income is primarily affected by the volumes, interest
rates and composition of interest-earning assets and interest-bearing
liabilities. The tables in the sections below titled "Average Balances, Interest
Rates and Yields" and "Rate/Volume Analysis of Net Interest Income" provide
important information on factors impacting net interest income and should be
read in conjunction with this discussion of net interest income.
Net interest income totaled $35.6 million for the nine months ended September
30, 2022 and increased $4.5 million, or 14.7%, compared to net interest income
of $31.1 million for the nine months ended September 30, 2021. The increase in
net interest income was primarily due to a $6.7 million, or 16.9%, increase in
interest income, partially offset by a $2.0 million, or 25.5%, increase in
interest expense. The increase in interest income was primarily attributed to a
36bps increase in average yield on interest-earning assets, coupled with a $89.1
million, or 6.3%, increase in average interest-earning assets outstanding. The
increase in interest expense was attributed to a 20bps increase in average
interest-bearing liabilities, coupled with a $49.2 million, or 4.4%, increase in
average interest-bearing liabilities. The net interest margin of 3.17% for the
nine months ended September 30, 2022 increased 23bps compared to the net
interest margin of 2.94% for the nine months ended September 30, 2021.
Interest income totaled $45.9 million for the nine months ended September 30,
2022, and increased $6.7 million, or 16.9%, compared to $39.2 million for the
nine months ended September 30, 2021. The increase in interest income was
primarily attributed to a 41bps increase in the average yield on loans and
leases and loans held for sale, coupled with a $38.6 million, or 3.0%, increase
in average loans and leases outstanding and loans held for sale.
Interest expense totaled $10.2 million for the nine months ended September 30,
2022, and increased $2.0 million, or 25.5%, compared to $8.2 million for the
nine months ended September 30, 2021. The increase in interest expense was
primarily attributed to a 17bps increase in the average rate of interest-bearing
deposits, coupled with a $77.9 million, or 7.8%, increase in average
interest-bearing deposits.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Provision for loan and lease losses. There was $150,000 in provision for loan
and lease losses expense for the nine months ended September 30, 2022 compared
to negative provision expense of $1.6 million for the nine months ended
September 30, 2021. Net recoveries for the nine months ended September 30, 2022
totaled $29,000, compared to net recoveries of $65,000 for the nine months ended
September 30, 2021.
The following table presents information regarding net charge-offs (recoveries)
for the nine months ended September 30, 2022 and 2021.
For the nine months ended September 30,
2022 2021
(unaudited) (Dollars in thousands)
Commercial $ - $ (56)
Single-family residential real estate (19) 6
Home equity lines of credit (10) (15)
Total $ (29) $ (65)
Noninterest income. Noninterest income for the nine months ended September 30,
2022 totaled $2.6 million and decreased $7.7 million, or 75.1%, compared to
$10.3 million for the nine months ended September 30, 2021. The decrease was
primarily due to a $4.7 million decrease in net gain on sale of residential
mortgage loans, a $1.9 million decrease in gain on sale of deposits and an
$881,000 decrease in gain on sales of commercial loans. The decrease in the net
gain on sale of residential mortgage loans was the result of the Company's
decision to scale down and exit the direct-to-consumer mortgage business in
favor of portfolio lending in our regional markets with servicing retained. The
decrease in gain on sale of deposits was a result of the sale of CFBank's two
Columbiana County branches in July 2021.
Noninterest expense. Noninterest expense for the nine months ended September 30,
2022 totaled $21.3 million and decreased $4.4 million, or 16.8%, compared to
$25.7 million for the nine months ended September 30, 2021. The decrease in
noninterest expense was primarily due to a $2.3 million decrease in advertising
and marketing expense, a $2.1 million decrease in salaries and employee benefits
and a $1.4 million decrease in professional fee expense, partially offset by a
$595,000 increase in data processing expense and a $570,000 increase on
impairment of property and equipment. The decreases in advertising and marketing
expense, salaries and employee benefits expense, and professional fee expense
were primarily the result of the Company's decision to scale down and exit the
direct-to-consumer mortgage business in favor of portfolio lending in our
regional markets with servicing retained as previously discussed. As mentioned
above, the increase in data processing expense was primarily related to the
conversion of our core processing system during the third quarter of 2022 and
the impairment of property and equipment was related to the pending sale of our
Worthington headquarters building.
Income tax expense. Income tax expense was $3.2 million for the nine months
ended September 30, 2022, a decrease of $74,000 compared to $3.3 million for the
nine months ended September 30, 2021. The effective tax rate for the nine months
ended September 30, 2022 was approximately 19.2%, as compared to approximately
19.0% for the nine months ended September 30, 2021.
Our deferred tax assets are composed of NOLs, and other temporary book to tax
differences. When determining the amount of deferred tax assets that are
more-likely-than-not to be realized, and therefore recorded as a benefit, the
Company conducts a regular assessment of all available information. This
information includes, but is not limited to, taxable income in prior periods,
projected future income and projected future reversals of deferred tax items.
Based on these criteria, the Company determined as of September 30, 2022 that no
valuation allowance was required against the net deferred tax asset.
The Company records income tax expense based on the federal statutory rate
adjusted for the effect of other items such as low income housing credits, bank
owned life insurance and other miscellaneous items.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Average Balances, Interest Rates and Yields. The following tables present, for
the periods indicated, the total dollar amount of fully taxable equivalent
interest income from average interest-earning assets and the resultant yields,
as well as the interest expense on average interest-bearing liabilities,
expressed in both dollars and rates. Average balances are computed using
month-end balances.
For Three Months Ended September 30,
2022 2021
Average Interest Average Average Interest Average
Outstanding Earned/ Yield/ Outstanding Earned/ Yield/
Balance Paid Rate Balance Paid Rate
(Dollars in thousands)
Interest-earning assets:
Securities (1) (2) $ 17,044 $ 219 4.64% $ 22,312 $ 230 4.13%
Loans and leases and
loans held for sale (3) 1,424,326 16,876 4.74% 1,223,868 12,397 4.05%
Other earning assets 135,240 813 2.40% 45,174 21 0.19%
FHLB and FRB stock 7,192 98 5.45% 6,221 55 3.54%
Total interest-earning
assets 1,583,802 18,006 4.54% 1,297,575 12,703 3.92%
Noninterest-earning
assets 78,222 81,674
Total assets $ 1,662,024 $ 1,379,249
Interest-bearing
liabilities:
Deposits $ 1,154,605 3,992 1.38% $ 912,533 1,777 0.78%
FHLB advances and other
borrowings 93,397 698 2.99% 67,853 513 3.02%
Total interest-bearing
liabilities 1,248,002 4,690 1.50% 980,386 2,290 0.93%
Noninterest-bearing
liabilities 279,383 277,469
Total liabilities 1,527,385 1,257,855
Equity 134,639 121,394
Total liabilities and
equity $ 1,662,024 $ 1,379,249
Net interest-earning
assets $ 335,800 $ 317,189
Net interest
income/interest rate
spread $ 13,316 3.04% $ 10,413 2.99%
Net interest margin 3.36% 3.21%
Average interest-earning
assets
to average
interest-bearing
liabilities 126.91% 132.35%
(1)Average balance is computed using the carrying value of securities. Average
yield is computed using the historical amortized cost average balance for
available for sale securities.
(2)Average yields and interest earned are stated on a fully taxable equivalent
basis.
(3)Average balance is computed using the recorded investment in loans net of the
ALLL and includes nonperforming loans.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
For Nine Months Ended September 30,
2022 2021
Average Interest Average Average Interest Average
Outstanding Earned/ Yield/ Outstanding Earned/ Yield/
Balance Paid Rate Balance Paid Rate
(Dollars in thousands)
Interest-earning assets:
Securities (1) (2) $ 18,353 $ 664 4.52% $ 18,492 $ 529 3.83%
Loans and leases and
loans held for sale (3) 1,339,590 43,746 4.35% 1,301,027 38,452 3.94%
Other earning assets 131,020 1,215 1.24% 81,473 73 0.12%
FHLB and FRB stock 7,280 238 4.36% 6,120 167 3.64%
Total interest-earning
assets 1,496,243 45,863 4.08% 1,407,112 39,221 3.72%
Noninterest-earning
assets 76,937 80,743
Total assets $ 1,573,180 $ 1,487,855
Interest-bearing
liabilities:
Deposits $ 1,074,075 8,177 1.02% $ 996,192 6,382 0.85%
FHLB advances and other
borrowings 96,255 2,051 2.84% 124,923 1,769 1.89%
Total interest-bearing
liabilities 1,170,330 10,228 1.17% 1,121,115 8,151 0.97%
Noninterest-bearing
liabilities 271,961 249,910
Total liabilities 1,442,291 1,371,025
Equity 130,889 116,830
Total liabilities and
equity $ 1,573,180 $ 1,487,855
Net interest-earning
assets $ 325,913 $ 285,997
Net interest
income/interest rate
spread $ 35,635 2.91% $ 31,070 2.75%
Net interest margin 3.17% 2.94%
Average interest-earning
assets
to average
interest-bearing
liabilities 127.85% 125.51%
(1)Average balance is computed using the carrying value of securities. Average
yield is computed using the historical amortized cost average balance for
available for sale securities.
(2)Average yields and interest earned are stated on a fully taxable equivalent
basis.
(3)Average balance is computed using the recorded investment in loans net of the
ALLL and includes nonperforming loans.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Rate/Volume Analysis of Net Interest Income. The following table presents the
dollar amount of changes in interest income and interest expense for major
components of interest-earning assets and interest-bearing liabilities. It
distinguishes between the increase and decrease related to changes in balances
and/or changes in interest rates. For each category of interest-earning assets
and interest-bearing liabilities, information is provided on changes
attributable to (i) changes in volume (i.e., changes in volume multiplied by the
prior rate) and (ii) changes in rate (i.e., changes in rate multiplied by prior
volume). For purposes of this table, changes attributable to both rate and
volume which cannot be segregated have been allocated proportionately to the
change due to volume and the change due to rate.
Three Months Ended Nine Months Ended
September 30, 2022 September 30, 2022
Compared to Three Months Ended Compared to Nine Months Ended
September 30, 2021 September 30, 2021
Increase (decrease) Increase (decrease)
due to due to
Rate Volume Net Rate Volume Net
(Dollars in thousands) (Dollars in thousands)
Interest-earning assets:
Securities (1) $ 146 $ (157) $ (11) $ 140 $ (5) $ 135
Loans and leases 2,279 2,200 4,479 4,128 1,166 5,294
Other earning assets 679 113 792 1,072 70 1,142
FHLB and FRB Stock 33 10 43 36 35 71
Total interest-earning
assets 3,137 2,166 5,303 5,376 1,266 6,642
Interest-bearing
liabilities:
Deposits 1,650 565 2,215 1,269 526 1,795
FHLB advances and other
borrowings (41) 226 185 938 (656) 282
Total interest-bearing
liabilities 1,609 791 2,400 2,207 (130) 2,077
Net change in net
interest income $ 1,528 $ 1,375 $ 2,903 $ 3,169 $ 1,396 $ 4,565
(1) Securities amounts are presented on a fully taxable equivalent basis.
Critical Accounting Policies
We follow financial accounting and reporting policies that are in accordance
with U.S. generally accepted accounting principles and conform to general
practices within the banking industry. These policies are presented in Note 1 to
our 2021 Audited Financial Statements. Some of these accounting policies are
considered to be critical accounting policies, which are those policies that are
both most important to the portrayal of the Company's financial condition and
results of operations, and require management's most difficult, subjective or
complex judgments, often as a result of the need to make estimates about the
effect of matters that are inherently uncertain. Application of assumptions
different than those used by management could result in material changes in our
financial condition or results of operations. These policies, current
assumptions and estimates utilized, and the related disclosure of this process,
are determined by management and routinely reviewed with the Audit Committee of
the Board of Directors. We believe that the judgments, estimates and assumptions
used in the preparation of the consolidated financial statements were
appropriate given the factual circumstances at the time.
We have identified accounting policies that are critical accounting policies,
and an understanding of these policies is necessary to understand our financial
statements. The following discussion details the critical accounting policies
and the nature of the estimates made by management.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Determination of the ALLL. The ALLL represents management's estimate of probable
incurred credit losses in the loan portfolio at each balance sheet date. The
allowance consists of general and specific components. The general component
covers loans not classified as impaired and is based on historical loss
experience, adjusted for current factors. Current factors considered include,
but are not limited to, management's oversight of the portfolio, including
lending policies and procedures; nature, level and trend of the portfolio,
including past due and nonperforming loans, loan concentrations, loan terms and
other characteristics; current economic conditions and outlook; collateral
values; and other items. The specific component of the ALLL relates to loans
that are individually classified as impaired. Loans exceeding policy thresholds
are regularly reviewed to identify impairment. A loan is impaired when, based on
current information and events, it is probable that CFBank will be unable to
collect all amounts due according to the contractual terms of the loan
agreement. Loans for which the terms have been modified resulting in a
concession, and for which the borrower is experiencing financial difficulties,
are considered troubled debt restructurings and classified as impaired.
Determining whether a loan is impaired and whether there is an impairment loss
requires judgment and estimates, and the eventual outcomes may differ from
estimates made by management. The determination of whether a loan is impaired
includes: review of historical data; judgments regarding the ability of the
borrower to meet the terms of the loan; an evaluation of the collateral securing
the loan and estimation of its value, net of selling expenses, if applicable;
various collection strategies; and other factors relevant to the loan or loans.
Impairment is measured based on the fair value of collateral, less costs to
sell, if the loan is collateral dependent, or alternatively, the present value
of expected future cash flows discounted at the loan's effective rate, if the
loan is not collateral dependent. When the selected measure is less than the
recorded investment in the loan, an impairment loss is recorded. As a result,
determining the appropriate level for the ALLL involves not only evaluating the
current financial situation of individual borrowers or groups of borrowers, but
also current predictions about future events that could change before an actual
loss is determined. Based on the variables involved and the fact that management
must make judgments about outcomes that are inherently uncertain, the
determination of the ALLL is considered to be a critical accounting policy.
Additional information regarding this policy is included in the previous section
titled "Financial Condition - Allowance for loan losses", in Note 4 to the
consolidated financial statements included in this Quarterly Report on Form 10-Q
and in Notes 1, 4 and 6 to our 2021 Audited Financial Statements.
Fair value of financial instruments. Another critical accounting policy relates
to fair value of financial instruments, which are estimated using relevant
market information and other assumptions. Fair value estimates involve
uncertainties and matters of significant judgment regarding interest rates,
credit risk, prepayments, and other factors, especially in the absence of broad
markets for particular items. Changes in assumptions or in market conditions
could significantly affect the estimates. Additional information is included in
Note 6 to the consolidated financial statements included in this Quarterly
Report on Form 10-Q and in Notes 1 and 6 to our 2021 Audited Financial
Statements.
Mortgage banking derivatives. Another critical accounting policy relates to the
fair value of mortgage banking derivatives. Mortgage banking derivatives include
two types of commitments: rate lock commitments and forward loan commitments.
The fair values of these mortgage derivatives are based on anticipated gains on
the underlying loans and are based on valuation models using observable market
data as of the measurement date. Changes in the fair value of the derivatives
are reported currently in earnings, as other noninterest income. Changes in
assumptions or in market conditions could significantly affect the estimates.
Additional information is included in Notes 1, 6 and 11 to the consolidated
financial statements included in this Quarterly Report on Form 10-Q and in Notes
1, 6 and 18 to our 2021 Audited Financial Statements.
Liquidity and Capital Resources
In general terms, liquidity is a measurement of an enterprise's ability to meet
cash needs. The primary objective in liquidity management is to maintain the
ability to meet loan commitments and to repay deposits and other liabilities in
accordance with their terms without an adverse impact on current or future
earnings. Principal sources of funds are deposits; amortization and prepayments
of loans; maturities, sales and principal receipts of securities available for
sale; borrowings; and operations. While maturities and scheduled amortization of
loans are predictable sources of funds, deposit flows and loan prepayments are
greatly influenced by general interest rates, economic conditions and
competition.
CFBank is required by regulation to maintain sufficient liquidity to ensure its
safe and sound operation. Thus, adequate liquidity may vary depending on
CFBank's overall asset/liability structure, market conditions, the activities of
competitors, the requirements of our own deposit and loan customers and
regulatory considerations. Management believes that each of the Holding
Company's and CFBank's current liquidity is sufficient to meet its daily
operating needs and fulfill its strategic planning.
Liquidity management is both a daily and long-term responsibility of management.
We adjust our investments in liquid assets, primarily cash, short-term
investments and other assets that are widely traded in the secondary market,
based on our ongoing assessment of expected loan demand, expected deposit flows,
yields available on interest-earning deposits and securities and the objective
of our asset/liability management program. In addition to liquid assets, we have
other sources of liquidity available including, but not limited to, access to
advances from the FHLB and borrowings from the FRB and our commercial bank lines
of credit.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
The following table summarizes CFBank's cash available from liquid assets and
borrowing capacity at September 30, 2022 and December 31, 2021.
September 30, 2022 December 31, 2021
(Dollars in thousands)
Cash, unpledged securities and deposits
in other financial institutions $ 201,709 $ 168,953
Additional borrowing capacity at the FHLB 162,085 113,077
Additional borrowing capacity at the FRB 105,885 72,195
Unused commercial bank lines of credit 65,000 65,000
Total $ 534,679 $ 419,225
Cash, unpledged securities and deposits in other financial institutions
increased $32.7 million, or 19.4%, to $201.7 million at September 30, 2022,
compared to $169.0 million at December 31, 2021. The increase is primarily
attributed to an increase in deposits and a decrease in loans held for sale,
partially offset by an increase in loans and leases.
CFBank's additional borrowing capacity with the FHLB increased $49.0 million, or
43.3%, to $162.1 million at September 30, 2022, compared to $113.1 million at
December 31, 2021. The increase is primarily attributed to an increase in
pledged collateral.
CFBank's additional borrowing capacity at the FRB increased $33.7 million, or
46.7%, to $105.9 million at September 30, 2022 from $72.2 million at December
31, 2021. CFBank is eligible to participate in the FRB's primary credit program,
providing CFBank access to short-term funds at any time, for any reason, based
on the collateral pledged.
CFBank's borrowing capacity with both the FHLB and FRB may be negatively
impacted by changes such as, but not limited to, further tightening of credit
policies by the FHLB or FRB, deterioration in the credit performance of CFBank's
loan portfolio or CFBank's financial performance, or a decrease in the balance
of pledged collateral.
CFBank had $65.0 million of availability in unused lines of credit with two
commercial banks at September 30, 2022 and at December 31, 2021.
Deposits are obtained predominantly from the markets in which CFBank's offices
are located. We rely primarily on a willingness to pay market-competitive
interest rates to attract and retain retail deposits. Accordingly, rates offered
by competing financial institutions may affect our ability to attract and retain
deposits.
CFBank relies on competitive interest rates, customer service, and relationships
with customers to retain deposits. In 2010, the FDIC, pursuant to the provisions
of the Dodd-Frank Wall Street Reform and Consumer Protection Act, permanently
increased deposit insurance coverage from $100,000 to $250,000 per depositor.
The Holding Company has more limited sources of liquidity than CFBank. In
general, in addition to its existing liquid assets, sources of liquidity include
funds raised in the securities markets through debt or equity offerings, funds
borrowed from third party banks or other lenders, dividends received from CFBank
or the sale of assets.
Management believes that the Holding Company had adequate funds and sources of
liquidity at September 30, 2022 to meet its current and anticipated operating
needs at this time. The Holding Company's current cash requirements include
operating expenses and interest on subordinated debentures and other debt. The
Company may also pay dividends on its common stock if and when declared by the
Board of Directors.
Currently, annual debt service on the subordinated debentures underlying the
Company's trust preferred securities is approximately $270,000. The subordinated
debentures have a variable rate of interest, reset quarterly, equal to the
three-month LIBOR plus 2.85%. The total rate in effect was 5.10% at September
30, 2022.
Currently, the annual debt service on the Company's $10 million of
fixed-to-floating rate subordinated notes is $700,000. The subordinated notes
have a fixed rate of 7.00% until December 2023, at which time the interest rate
will reset quarterly to a rate equal to the then current three-month LIBOR plus
4.14%.
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CF BANKSHARES INC.
PART 1. Item 2
MANAGEMENT DISCUSSION AND ANALYSIS
Prior to May 21, 2021, the Holding Company had a term loan in the original
principal amount of $5.0 million with an additional $10.0 million revolving
line-of-credit with a third-party bank. That credit facility was refinanced into
a new $35.0 million facility on May 21, 2021. The credit facility is revolving
until May 21, 2024 at which time any then-outstanding balance will be converted
to a 10-year term note on a graduated 10-year amortization. Borrowings on the
credit facility bear interest at a fixed rate of 3.85% until May 21, 2026, and
the interest rate then converts to a floating rate equal to PRIME with a floor
of 3.75%. The purpose of the credit facility is to provide an additional source
of liquidity for the Holding Company and to provide funds for the Holding
Company to downstream as additional capital to CFBank to support growth. At
September 30, 2022, the Company had an outstanding balance, net of unamortized
debt issuance costs, of $22.8 million on the facility.
The ability of the Holding Company to pay dividends on its common stock is
dependent upon the amount of cash and liquidity available at the Holding Company
level, as well as the receipt of dividends and other distributions from CFBank
to the extent necessary to fund such dividends.
The Holding Company is a legal entity that is separate and distinct from CFBank,
which has no obligation to make any dividends or other funds available for the
payment of dividends by the Holding Company. Banking regulations limit the
amount of dividends that can be paid to the Holding Company by CFBank without
prior regulatory approval. Generally, financial institutions may pay dividends
without prior approval as long as the dividend does not exceed the total of the
current calendar year-to-date earnings plus any earnings from the previous two
years not already paid out in dividends, and as long as the financial
institution remains well capitalized after the dividend payment.
The Holding Company also is subject to various legal and regulatory policies and
requirements impacting the Holding Company's ability to pay dividends on its
stock. In addition, the Holding Company's ability to pay dividends on its stock
is conditioned upon the payment, on a current basis, of quarterly interest
payments on the subordinated debentures underlying the Company's trust preferred
securities. Finally, under the terms of the Company's fixed-to-floating rate
subordinated debt, the Holding Company's ability to pay dividends on its stock
is conditioned upon the Holding Company continuing to make required principal
and interest payments, and not incurring an event of default, with respect to
the subordinated debt.
Federal income tax laws provided deductions, totaling $2.3 million, for thrift
bad debt reserves established before 1988. Accounting standards do not require a
deferred tax liability to be recorded on this amount, which otherwise would have
totaled $473,000 at year-end 2021. However, if CFBank were wholly or partially
liquidated or otherwise ceases to be a bank, or if tax laws were to change, this
amount would have to be recaptured and a tax liability recorded. Additionally,
any distributions in excess of CFBank's current or accumulated earnings and
profits would reduce amounts allocated to its bad debt reserve and create a tax
liability for CFBank.
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CF BANKSHARES INC.
PART 1. Item 3
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