2014 Annual Report - FAIRWINDS Credit Union
Transcription
2014 Annual Report - FAIRWINDS Credit Union
Vision Members financially secure and economically successful and responsible. Mission Improve members’ financial well-being. Values Advocacy Good Stewardship Caring Environment Honesty and Integrity Cooperative Principles Community Commitment Exceptional Service and Value 2 FAIRWINDS Credit Union “Setting up my account was easy, and the tellers at my local branch are always super nice. I haven’t had a single problem with my account and couldn’t be happier with the service you’re providing! I buy a lot of stuff online, too, and all of my purchases have gone through smoothly. Thank you!” - JOSEPH D. Annual Report 2014 3 “Thank you for caring for the member, me, and of course so many others. We are not merely a dollar sign or a number, but a person.” - FAIRWINDS MEMBER 4 FAIRWINDS Credit Union Contents Chairman’s and President’s Report 6 Our Story in 2014 8 By the Numbers: Looking Back on 2014 10 2015: What Lies Ahead 12 Treasurer’s Report 14 Audit Committee Report 16 Consolidated Financial Statements 18 Board of Directors 20 Management Team 22 Independent Auditor’s Report 24 Audited Financial Statements 26 Annual Report 2014 5 Chairman’s and President’s Report “Most Americans are one paycheck away from the street.”1 It’s been several years since the Great Recession, and the picture of Central Florida is one of hope and innovation. Our economy continues to grow and develop as more job opportunities are being created each day. With the opening of the new Dr. Phillips Center for the Performing Arts, the construction of a new Major League Soccer Stadium, and the Dan McNutt Chairman expansion of Medical City in Lake Nona, it truly is an exciting time to live and work in Central Florida. There is another picture of Central Florida that is easy to overlook. It’s the picture of thousands of Central Floridians, including our own friends and neighbors, who struggle with financial security every day. Even with a healthy economic forecast, many continue to find they are unable to save for something as basic as an emergency fund. Larry F. Tobin President/CEO FAIRWINDS Credit Union was built upon the philosophy of “people helping people.” It’s a simple concept, but a powerful one. Our mission is to help every member to improve their financial well-being, to help them achieve financial freedom. And it all begins with saving. Wherever you are in life, wherever you are with your financial well-being, it’s never too late to begin saving for a debt-free future. Whether you prefer one-on-one financial planning with our experts or like to use our online and mobile tools to stay on track, we provide every FAIRWINDS member with an arsenal of resources for savings success. Part of helping you work to achieve financial freedom includes offering 6 FAIRWINDS Credit Union “Keep up the good work! Not very many companies care about their customers anymore. Nice to get good old customer service.” - JILL R. products, services, and technologies that help you save. In 2014, the Credit Union National Association (CUNA) reported that FAIRWINDS provided $9.6 million in direct financial benefits to our members through our loan, deposit, and insurance solutions. Thanks to the loyal participation of our members, and the tremendous financial performance in 2014, we continue to be well-positioned to provide members with even greater savings in 2015. We recognize that ensuring every FAIRWINDS member has a plan for savings success is a challenge. But it’s a challenge we gladly accept, simply because we see success stories, big and small, happen every day. More important, we look forward to painting a future picture of Central Florida, one where living paycheck to paycheck is obsolete, where every person is financially secure and economically responsible. It all starts with the simple step of helping you save. Source: www.marketwatch.com, 1/10/2015 1 Annual Report 2014 7 Our Story in 2014 FAIRWINDS is made up of more than 177,000 members, and every one of them has a story. See how their stories shaped ours in 2014. 8 FAIRWINDS Credit Union “Love, love, love the customer service! Not to mention the knowledge they all have about their programs. Banking doesn’t get any better than FAIRWINDS. You are the best. Thank you for the service.” - BERNADETTE B. “I purchased a car on Friday and found out at the last minute that financing fell through. I called FAIRWINDS in a panic (my friend suggested you guys), hoping that there would be something you could do. Laurie answered the phone and was a tremendous help the whole way through. She kept me informed throughout the day, was very knowledgeable and professional, and understood the time constraint I was under. I was able to close on my loan Saturday morning because of her efforts. Thank you again for the “With today’s economy where everything had increased except phenomenal service! “ my pay ... I was considering bankruptcy. With help from [your crewmember] Sarah, I now can see the light at the end of the - ALECE tunnel. People like her are why I choose FAIRWINDS as my bank. Thanks for the help, Sarah.” “It is so nice to go into my local FAIRWINDS branch and be greeted by name. It means so much to this seventy-nine-yearold lady. Thank you! “ - ROSE C. - KEVIN B. “I willingly admit I am NOT easy to deal or work with. Although you probably already know [your crewmember] Jacqueline is amazing, I wanted to let you know that customers (especially difficult to deal with ones like myself) are lucky to have her working with them through all their financial matters. I know if I were in her shoes - working with someone like myself - I wouldn’t have been able to act with the integrity, dignity and class that she did.” - ROSE H. “Robert was extremely helpful and this was one of the best experiences I have had with any bank. I came in with a lot of cash and change from fundraising. Instead of making me put all the change in rolls, he took the time to count it all out for me and double check that I got all the same numbers as he did, to avoid any problems. Just wanted to take the time to say how helpful Robert was, and wonderful at his job. Thank you!” - BRITTANY Annual Report 2014 9 By the Numbers: Looking Back on 2014 Your credit union had a tremendous year in 2014, thanks to you, our members. Below is just a sample of some of the highlights, by the numbers, that FAIRWINDS experienced last year. We continued to be well-capitalized with a net worth ratio of 9.59% and ended the year with a return on assets of 0.83%. Our net income increased by 21% from 2013 with a year-end net income of $14.7 million. We disbursed our one millionth loan in 2014, reinforcing our commitment to provide affordable financing to our members. The new Cash Rewards Visa® Credit Card was a welcome addition to our suite of credit card solutions, with perks like earning 2.00% on gas and groceries. Two new credit cards, the FAIRWINDS Business Rewards Visa and the FAIRWINDS Business Cash Visa, launched, giving business members two great choices, both with unlimited earning power. Our business checking solutions were redesigned and enhanced with three new account choices: Innovate, Optimize, and Grow. We were selected as the Official Credit Union for the Orlando City Soccer Club. As part of our partnership, we introduced the exclusive FAIRWINDS Orlando City Soccer Club debit card to eager fans. 10 FAIRWINDS Credit Union “One of the biggest reasons I avoided purchasing a car was because I did not want to deal with the hassle of working with salesmen. FAIRWINDS Car Concierge came through for me ... You took what could have been a stuffy business approach and made it a relaxed and friendly experience.” - DAN R. We reaffirmed our partnership with the Orlando Solar Bears. In addition to the exclusive FAIRWINDS Orlando Solar Bears debit card, members enjoy special benefits like FAIRWINDS Fridays, giving the first 100 FAIRWINDS members pairs of tickets for Friday night home games. The Credit Union Journal named FAIRWINDS as one of the top five “Best Credit Unions to Work For” in the $1 billion in assets category. We were also named the “Best Place to Work – Large Category” by the Orlando Business Journal. More than $11,000 was raised to support the American Heart Association as we participated in the 2014 Greater Orlando Heart Walk. We raised more than $7,500 for the Children’s Miracle Network Hospitals and introduced the FAIRWINDS Children’s Miracle Network Hospitals Visa Credit Card. A donation is made with each retail purchase to benefit the UF Health Shands Children’s Hospitals and Arnold Palmer Hospital for Children. Annual Report 2014 11 2015: What Lies Ahead 2014 was a great year, and we’re even more excited about what’s in store for 2015. Take a look… A complete redesign of our website and mobile site will be unveiled in early 2015. The new sites will provide a more robust and personalized experience for the end-user, truly helping you find the right solutions wherever you are in life. The ultimate in convenience, Apple Pay, went live in January 2015. Members can enjoy single-touch payments right from their phones at thousands of retailers around the globe. Taking your safety and security to a whole new level, FAIRWINDS will provide EMV chip protection on all debit and credit cards in late 2015. Through EMV (Europay, MasterCard, and Visa), you will receive enhanced security against card fraud and increased convenience by removing the need for a signature to complete transactions. Adding to our rich suite of debit cards, a new music-themed card will become the newest choice for members, giving patrons of the arts the opportunity to show their passion wherever they are. Convenience is paramount, and we’re excited to offer two new convenience enhancements: pre-paid and reloadable debit cards. 12 FAIRWINDS Credit Union “My friend highly recommended opening an account at FAIRWINDS, and I am so happy I did! You offer so many great deals ... it’s like having Christmas all year long!” - MILENA Z. Technology enhancements will continue to develop, including innovations with new account openings. Members opening new accounts may receive immediate pre-approvals for auto loans and credit cards, providing a more seamless experience. Our partnership with the University of Central Florida as the Official Student Banking Services Provider continues to flourish. We look forward to providing more educational opportunities for both students and faculty. Our partnership with Universal Orlando Resort continues to grow and thrive. As the Official Financial Institution for Universal Orlando Resort Team Members, we are excited to welcome thousands of new Team Members to FAIRWINDS in 2015, helping them work toward achieving financial freedom. The first phase of the renovation of our Administration and Operations building in East Orlando is on schedule for completion later this year. Annual Report 2014 13 Treasurer’s Report 2014 proved to be an exceptional year for FAIRWINDS Credit Union. I am pleased to report that your credit union continues to be a leading financial institution in the market, providing you with the solutions, technology, and resources to help you achieve financial freedom. We reached new accomplishments in 2014. Below are some of these key accomplishments, demonstrating that your credit union’s performance Kelly Leary Treasurer not only is on target, but stronger than ever. Soundness and Asset Quality • FAIRWINDS experienced strong earnings performance, with net income increasing from $12.2 million in 2013 to $14.7 million in 2014. We ended the year with a Return on Assets of 0.83%. • The Net Worth Ratio, one of the strongest indicators of a financial institution’s soundness, increased to 9.59%, well above the National Credit Union Administration’s standard of 7.00%. • Delinquency continued on a downward trend, decreasing from 2.30% in 2013 to 1.51% in 2014. • Charge-offs remained at some of the lowest levels the credit union has seen since the recession, decreasing from 1.44% in 2013 to 0.66% in 2014. Prudent and Responsible Lending • More than $524 million in loans were disbursed last year, a testament to the financial strength of our credit union and members. • The loan portfolio grew 13.98% in 2014, a significant increase from the previous year. 14 FAIRWINDS Credit Union “Dealing with FAIRWINDS is such a contrast in dealing with my former bank which ... finds ways to charge fees for everything. I am so happy to have found FAIRWINDS.” - BARBARA L. • Mortgage rates reached historic low levels in 2014, helping to generate more than $100 million disbursed in mortgage loans. • The business lending portfolio grew 18.28% to $89.5 million. Assets Under Management and Investments • More than $64.7 million was invested with our Retirement Planning division, which now oversees a portfolio of $347 million in assets. Based upon the favorable performance in 2014 and positive growth indicators in the market, we are poised to achieve new records in 2015. With ongoing, prudent lending practices, careful cost management, and strategic investment decisions, you can count on FAIRWINDS to be a safe, secure, and trusted financial partner, helping you achieve financial freedom, now and into the future. Annual Report 2014 15 Audit Committee Report The Audit Committee for FAIRWINDS Credit Union serves as an independent entity to ensure the ongoing financial and operational safety and soundness of the cooperative. Internal and external resources are utilized to determine whether the appropriate internal controls are in place to protect the credit union and its members. Each year the Audit Committee engages a third-party accounting firm Lisa Snead Audit Committee Chairman to conduct an unbiased audit of the credit union’s financial condition. In 2014, Doeren Mayhew, CPA, an independent audit firm, rendered an unqualified opinion in its report to the Audit Committee for the credit union’s financial statements as of September 30, 2014. Results of the audit report state that the credit union’s financial statements are sound and free from material misstatements. Results of the audit report also support that FAIRWINDS continues to demonstrate its commitment to operate at the highest levels of safety and soundness. Based upon these independent external audits and ongoing internal audits conducted by our Internal Audit department, on behalf of the Audit Committee, I can confidently state that FAIRWINDS Credit Union continues to be well-managed, at the highest levels of financial safety and soundness. Members can rest assured that their money and financial information at FAIRWINDS is protected. 16 FAIRWINDS Credit Union FAIRWINDS East Orlando Campus A sneak peak! In 2014, the vision for an innovative and re-designed FAIRWINDS East Orlando Campus was born. And in 2015, construction begins! With the goal of bringing modernity, creativity, and productivity together, we are transforming our former Administration headquarters on North Alafaya Trail from just a workplace to an enriching collaborative environment for all of our crewmembers. These early renderings showcase the exciting new features to come. Annual Report 2014 17 Consolidated Financial Statements Assets 2013 Net Loans to Members $ 841,980,416 $ 966,629,238 Cash & Due from Banks $ 51,416,737 $ 91,129,011 Government & Agency Securities $ 659,017,398 $ 581,344,499 Other Investments $ 7,135,648 $ 7,638,256 Fixed Assets $ 72,359,850 $ 70,098,230 All Other Assets $ 60,065,511 $ 59,206,126 $ 1,691,975,561 $ 1,776,045,360 Total Assets Liabilities & Members’ Equity 2013 2014 Accounts Payable & Liabilities $ 88,124,514 $ 89,321,822 Members’ Shares & Deposits $ 1,465,198,310 $ 1,520,531,281 Reserves & Undivided Earnings $ 138,652,737 $ 166,192,257 Total Liability and Members’ Equity $ 1,691,975,561 $ 1,776,045,360 Statement of Income 2013 2014 Interest on Loans $ 40,775,240 $ 42,085,029 Investment Income $ 13,016,596 $ 12,292,377 Other Income $ 38,039,697 $ 37,128,077 Total Income $ 91,831,533 $ 91,505,483 Operating Expenses ($58,771,265) ($66,931,788) Provision for Loan Losses ($7,446,775) ($1,717,153) Non-Operating Gains ($5,816,851) ($829,267) Dividends ($7,630,476) ($7,282,845) ($79,665,367) ($76,761,054) Total Expenses Reserves 18 2014 $ 12,166,166 $ 14,744,429 FAIRWINDS Credit Union Vital Statistics 2013 Number of Members Number of Loans Granted $$$ of Loans Granted $ 2014 163,924 175,455 9,426 12,995 424,504,394 $ 523,691,031 Number of Loans Granted Since Organized 989,834 $$$ of Loans Granted Since Organized 1,002,829 $ 7,698,740,116 $ 8,222,431,147 Interest on Loans Services Income 46% 41% Sources of Income Interest on Loans $ 42,085,029 Investments $ 12,292,377 Services Income $ 37,128,077 $ 91,505,483 Total Loan Losses Investments 13% 2% Reserves 16% Dividends 8% Operations 74% Distribution of Income Loan Losses $ 1,717,153 Reserves $ 14,744,429 Dividends $ 7,282,845 Operations $ 67,761,056 $ 91,505,483 Total Annual Report 2014 19 Board of Directors 20 B. Daniel McNutt, Jr. Chairman Jason Albu Vice Chairman Carol F. Denton Secretary Kelly D. Leary Treasurer Richard Leigh Director Mack R. Perry Director Lisa Snead Director FAIRWINDS Credit Union New Cards in 2014 FAIRWINDS Business Cash Visa® Credit Card FAIRWINDS Business Rewards Visa® Credit Card FAIRWINDS Cash Rewards Visa® Credit Card FAIRWINDS Orlando City Soccer Club Debit Card Annual Report 2014 21 Management Team 22 Larry F. Tobin President/CEO Kathy A. Chonody Senior Executive VP/CFO Phillip C. Tischer Senior Executive VP/COO Charles S. Lai Executive VP/CIO James D. Adamczyk Executive VP - Lending Mathy M. Hogan Executive VP - eBusiness Dianne K. Owen Executive VP - Marketing Cathy M. Hertz Daniel T. Bock III Senior VP - Finance Executive VP - Human Resources FAIRWINDS Credit Union John J. Coffey Senior VP - Risk Managment Jorge Font Senior VP - Business Services TJ Huddleston Senior VP - Investment Services Michelle K. Klima Senior VP - Controller Bryan Meizinger Senior VP - Retail Lending James M. Thornberry Senior VP - Branch Services Annual Report 2014 23 Independent Auditor’s Report To the Board of Directors and Audit Committee of FAIRWINDS Credit Union and Subsidiaries Report on the Consolidated Financial Statements We have audited the accompanying consolidated financial statements of FAIRWINDS Credit Union and Subsidiaries, which comprise the consolidated statements of financial condition as of September 30, 2014 and 2013, and the related consolidated statements of earnings, comprehensive income (loss), members’ equity and cash flows for the years then ended, and the related notes to the consolidated financial statements. Management’s Responsibility for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. 24 FAIRWINDS Credit Union An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of FAIRWINDS Credit Union and Subsidiaries as of September 30, 2014 and 2013, and the results of their operations and their cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America. DOEREN MAYHEW January 6, 2015 Troy, Michigan Annual Report 2014 25 FAIRWINDS CREDIT UNION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION ASSETS September 30, 2014 $ Cash and cash equivalents 2013 96,978,305 $ 44,590,077 Investment securities (note 2) Available-for-sale 594,167,793 680,895,433 Held-to-maturity 1,099,843 1,528,861 4,898,900 5,372,600 932,127,741 825,320,513 5,238,233 5,355,659 71,374,324 72,771,803 NCUSIF deposit (note 1) 14,254,708 13,927,862 Assets acquired in liquidation of loans (note 1) 14,376,585 19,125,008 Deferred compensation assets (note 12) 21,727,531 21,641,362 6,379,535 8,250,527 FHLB stock (note 1) Loans to members, net of allowance for loan losses (note 3) Accrued interest receivable Property, equipment and leasehold improvements (note 4) Other assets (notes 1 and 4) $ Total assets 1,762,623,498 $ 1,698,779,705 LIABILITIES AND MEMBERS’ EQUITY Liabilities Members' shares and savings accounts (note 6) $ Borrowed funds (note 5) $ 1,470,726,251 75,000,000 75,000,000 Accounts payable 3,562,427 3,606,950 Other accrued liabilities (notes 1 and 12) 9,506,729 9,425,586 1,603,396,343 1,558,758,787 - - 159,227,155 140,020,918 Total liabilities Commitments and Contingent Liabilities (note 9) Members' Equity - Substantially Restricted (note 7) Total liabilities and members' equity 26 1,515,327,187 $ 1,762,623,498 $ 1,698,779,705 FAIRWINDS Credit Union FAIRWINDS CREDIT UNION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS Year Ended September 30, 2014 2013 Interest Income Loans receivable $ 41,412,171 $ 41,123,654 12,705,441 12,938,735 54,117,612 54,062,389 4,432,932 4,777,741 2,945,495 2,945,476 7,378,427 7,723,217 46,739,185 46,339,172 1,033,235 6,822,059 45,705,950 39,517,113 937,494 1,096,213 37,847,972 39,896,725 38,785,466 40,992,938 Compensation and benefits 35,271,968 32,748,075 Office operations 13,251,371 10,915,341 Occupancy 6,366,193 6,245,006 Operating expenses 9,687,683 9,174,179 - 1,152,798 1,886,074 7,651,486 Investment securities Total interest income Interest Expense Interest and dividends on members' shares and savings accounts Interest on borrowed funds Total interest expense Net interest income Provision For Loan Losses Net interest income after provision for loan losses Non-Interest Income Market value increase on deferred compensation assets Fees and charges Total non-interest income Non-Interest Expenses TCCUSF premium assessment (note 1) Losses on sales and write-downs of assets in liquidation Total non-interest expenses Net Earnings Annual Report 2014 $ 66,463,289 18,028,127 $ 67,886,885 12,623,166 27 FAIRWINDS CREDIT UNION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS) Year Ended September 30, 2014 Net Earnings 2013 $18,028,127 $12,623,166 1,178,110 (19,287,403) $19,206,237 $(6,664,237) Other Comprehensive Income (Loss) Net changes in unrealized holding gains (losses) on investments classified as available-for-sale arising during the period Comprehensive Income (Loss) CONSOLIDATED STATEMENTS OF MEMBERS’ EQUITY FOR THE YEARS ENDED SEPTEMBER 30, 2014 AND 2013 Accumulated Non- Other Appropriated Compre- Undivided Undivided hensive Earnings Earnings Income (Loss) Appropriated Statutory Members' Equity - October 1, 2012 $ 14,459,893 Comprehensive Income (Loss) Members' Equity - September 30, 2013 Comprehensive Income $ - $ 123,702,689 $ Total 8,522,573 $ 146,685,155 - - 12,623,166 (19,287,403) (6,664,237) 14,459,893 - 136,325,855 (10,764,830) 140,020,918 - - 18,028,127 1,178,110 19,206,237 (9,586,720) $ 159,227,155 Members' Equity - September 30, 2014 (note 7) 28 $ 14,459,893 $ - $ 154,353,982 $ FAIRWINDS Credit Union FAIRWINDS CREDIT UNION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended September 30, 2014 2013 Cash Flows From Operating Activities: Net earnings $ 18,028,127 $ 12,623,166 Adjustments: Depreciation 3,814,645 3,434,127 Provision for loan losses 1,033,235 6,822,059 292,092 1,988,135 (937,494) (1,096,213) 1,886,074 7,651,486 1,526,678 1,492,839 - 258,890 117,426 166,552 1,829,243 316,884 (44,523) (5,912,719) 81,143 (44,785) 9,598,519 15,077,255 27,626,646 27,700,421 Net amortization of investment securities Increase in market values of deferred compensation assets Losses on sales and write-downs of assets in liquidation Recoveries on charged-off loans Other-than-temporary impairment on investment securities Changes in assets and liabilities: Decrease in accrued interest receivable Decrease in other assets Decrease in accounts payable Increase (decrease) in other accrued liabilities Total adjustments Net cash provided from operating activities Annual Report 2014 29 FAIRWINDS CREDIT UNION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended September 30, 2014 2013 Cash Flows From Investing Activities: Increase in loans to members (net) $ Decrease in loans held-for-sale (115,968,634) $ (20,466,876) - 1,364,387 Proceeds from maturities and sale of investment securities 112,879,520 228,500,527 Purchases of investment securities (24,795,095) (329,152,666) Redemption of SERP investments 851,325 - Redemption of FHLB stock 473,700 375,100 (2,417,166) (2,107,540) Proceeds from sale of assets in liquidation 9,463,842 15,000,954 Increase in NCUSIF deposit (326,846) (639,525) (19,839,354) (107,125,639) 44,600,936 52,581,643 Net Increase (Decrease) in Cash and Cash Equivalents 52,388,228 (26,843,575) Cash and Cash Equivalents - Beginning 44,590,077 71,433,652 Acquisition of property and equipment Net cash used in investing activities Cash Flows From Financing Activities: Increase in members' shares and savings accounts (net) Cash and Cash Equivalents - Ending $ 96,978,305 $ 44,590,077 Interest and dividends paid $ 7,378,427 $ 7,723,217 Assets acquired in the settlement of loans $ 6,601,493 $ 7,862,746 Supplemental Information 30 FAIRWINDS Credit Union FAIRWINDS CREDIT UNION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2014 AND 2013 Note 1- Nature of Business and Significant Accounting Policies Nature of Business FAIRWINDS Credit Union’s (the “Credit Union”) operations are principally related to holding deposits for and making loans to individuals who qualify for membership. The field of membership consists of persons living or working in Lake, Orange, Osceola, Seminole, Volusia or Polk Counties in the State of Florida, those who work for one of the Credit Union’s preferred business partners, are active or retired military personnel or dependents receiving military benefits, and immediate family members of current members. FAIRWINDS Financial Services, L.L.C. is a wholly-owned subsidiary of the Credit Union. FAIRWINDS Financial Services, L.L.C.’s operations represent less than 1% of the consolidated totals for 2014 and 2013. FAIRWINDS Insurance Services, L.L.C. is a wholly-owned subsidiary of FAIRWINDS Credit Union created to provide insurance products for members of the Credit Union. FAIRWINDS Insurance Services, L.L.C.’s operations represent less than 1% of the consolidated totals for 2014 and 2013. Principles of Consolidation The consolidated financial statements included the accounts of the Credit Union and its wholly-owned subsidiaries, FAIRWINDS Financial Services, L.L.C. and FAIRWINDS Insurance Services, L.L.C. All significant intercompany balances and transactions have been eliminated in consolidation. Cash Equivalents The consolidated statements of cash flows classify changes in cash or cash equivalents (short-term, highly liquid investments readily convertible into cash with an original maturity of three months or less) according to operating, investing or financing activities. Financial instruments which potentially subject the Credit Union to concentrations of credit risk consist principally of cash and temporary cash investments. At times, cash balances held at financial institutions were in excess of the Federal Deposit Insurance Corporation (FDIC) limits. The Credit Union places its temporary cash investments with high-credit, quality financial institutions and, by policy, limits the amount of credit exposure to any one financial institution. The Credit Union believes no significant concentration of credit risk exists with respect to these cash investments. Estimates The preparation of the consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Annual Report 2014 31 Note 1 - Nature of Business and Significant Accounting Policies - Continued Investment Securities Generally accepted accounting principles require that management determine the classification of individual investment securities as trading securities, investments available-for-sale or investments held-to-maturity. The Credit Union’s investments in securities for the years ended September 30, 2014 and 2013 are classified and accounted for as follows: Held-to-Maturity Securities Securities for which the Credit Union has the positive intent and ability to hold to maturity are reported at cost, adjusted for amortization of premiums and accretion of discounts which are recognized in interest income using the straight-line method, which materially approximates the interest method, over the period to maturity. Available-for-Sale Securities Securities available-for-sale consists of securities not otherwise classified as trading securities or as securities to be held-to-maturity and are recorded at fair value, with unrealized gains and losses excluded from earnings and reported in other comprehensive income (loss). Declines in the fair value of held-to-maturity and available-for-sale securities below their cost that are otherthan-temporary are reflected as realized losses. In estimating other-than-temporary impairment, management considers: (1) the Credit Union’s intent to sell the debt security prior to recovery and, (2) whether it is more likely than not that it will not have to sell the debt security prior to recovery, the security would not be considered otherthan-temporarily impaired unless there is a credit loss. When the Credit Union does not intend to sell a security, and it is more likely than not, the Credit Union will not have to sell the security before recovery of its cost basis, it will recognize the credit component of an other-than-temporary impairment of a debt security in earnings and the remaining portion in accumulated other comprehensive income (loss). Property, Equipment and Leasehold Improvements Land is carried at cost. Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed on the straight-line method over the estimated useful lives of the assets. Leasehold improvements are stated at cost, less accumulated amortization. Amortization is completed on the straight-line method over the length of the lease term. Assets classified as construction-in-process are not depreciated until the asset has been completed and placed into service. NCUSIF Deposit and Premium The deposit in the National Credit Union Share Insurance Fund (NCUSIF) is in accordance with National Credit Union Administration (NCUA) regulations, which require the maintenance of a deposit by each insured credit union in an amount equal to one percent of its insured shares. The deposit would be refunded to the credit union if its insurance coverage is terminated, it converts to insurance coverage from another source, or the operations of the fund are transferred from the NCUA Board. The NCUSIF deposit is required to be reviewed for impairment, 32 FAIRWINDS Credit Union Note 1 - Nature of Business and Significant Accounting Policies - Continued including consideration of the refundability of the deposit. The NCUA assessed all federally insured credit unions premiums of 0.08% for 2013 of insured shares for the repayment of the funds borrowed from the Treasury Department by the Temporary Corporate Credit Union Stabilization Fund (TCCUSF). The Credit Union recorded expenses related to the TCCUSF of approximately $1,153,000 for the year ended September 30, 2013. As of the date of the audit report, no assessment has been made for the 2014 calendar year. Premiums for the NCUSIF were not assessed during the years ended September 30, 2014 and 2013. Loans to Members Loans the Credit Union has the intent and ability to hold for the foreseeable future are stated at unpaid principal balances, less an allowance for loan losses and net deferred loan origination fees and discounts. Interest on loans is recognized over the term of the loan and is calculated using the simple-interest method on principal amounts outstanding. The accrual of interest on loans is discontinued at the time the loan is 90 days delinquent unless the credit is wellsecured and in the process of collection. Credit card loans and other personal loans are typically charged-off no later than 180 days past due. Past due status is based on the contractual terms of the loan. In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or interest is considered doubtful. All interest accrued but not collected for loans that are placed on nonaccrual or charged-off is reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Certain direct loan origination costs are deferred and recognized as an adjustment to interest income using the straight-line method over the contractual life of the loans. The straight-line method, which is not in accordance with generally accepted accounting principles, is not materially different from the interest method, which is required under generally accepted accounting principles. The Credit Union may be exposed to credit risk from a regional economic standpoint because a significant concentration of its borrowers work or reside in the Orlando, Florida metropolitan area. The Credit Union continually monitors the Credit Union’s operations, including the loan and investment portfolios, for potential impairment. Allowance for Loan Losses The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charged to earnings. Loan losses are charged against the allowance when management believes the uncollectibility of a loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance. The allowance for loan losses is evaluated on a regular basis by management and is based upon management’s periodic review of the collectibility of the loans in light of historical experience, the nature and volume of the loan Annual Report 2014 33 Note 1 - Nature of Business and Significant Accounting Policies - Continued Allowance for Loan Losses - Continued portfolio, adverse situations that may affect the borrower’s ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available. The Credit Union’s allowance for loan losses is that amount considered adequate to absorb probable losses in the portfolio based on management’s evaluations of the size and current risk characteristics of the loan portfolio. Such evaluations consider prior loss experience, the risk rating distribution of the portfolios, the impact of current internal and external influences on credit loss and the levels of non-performing loans. Specific allowances for loan losses are established for large impaired loans on an individual basis as required by generally accepted accounting principles. The specific allowances established for these loans is based on a thorough analysis of the most probable source of repayment, including the present value of the loan’s expected future cash flows, the loan’s estimated market value, or the estimated fair value of the underlying collateral. General allowances are established for loans that can be grouped into pools based on similar characteristics as described in generally accepted accounting principles. In this process, general allowance factors are based on an analysis of historical charge-off experience and expected losses given default derived from the Credit Union’s internal risk rating process. These factors are developed and applied to the portfolio in terms of loan type. The qualitative factors associated with the allowances are subjective and require a high degree of management judgment. These factors include the credit quality statistics, recent economic uncertainty, losses incurred from recent events and lagging data. The following loan portfolio segments have been identified: commercial, first mortgages, home equity, secured, and unsecured. A loan is impaired when full payment under the loan terms is not expected to be received. Real estate loans for which the terms have been modified and for which the borrower is experiencing financial difficulties, are considered troubled debt restructurings and are classified as impaired. Troubled debt restructurings are measured at the present value of estimated future cash flows using the loan’s effective rate at inception. If a troubled debt restructuring is considered to be a collateral dependent loan or management chooses to consider the collateral value of the loan in the evaluation of the allowance, the loan is reported, net, at the fair value of the collateral. Large groups of smaller balance homogenous loans, such as auto, other secured and unsecured loans, are collectively evaluated for impairment, and accordingly, they are not separately identified for impairment disclosures. Loans Held-for-Sale Loans held-for-sale consists of residential real estate loans and is recorded at the lower of cost or market value. Market price is determined on an aggregate basis based on commitments from investors to purchase such loans and prevailing market rates. Federal Home Loan Bank Participation Stock The Credit Union is a member in the Federal Home Loan Bank of Atlanta (FHLB). At September 30, 2014 and 2013, the Credit Union owned 48,989 and 53,726 shares of non-marketable participation stock for $4,898,900 and $5,372,600, respectively, with quarterly stock and/or cash dividends. 34 FAIRWINDS Credit Union Note 1 - Nature of Business and Significant Accounting Policies - Continued Income Taxes The Credit Union and its Subsidiaries are exempt from most federal, state and local income taxes under the provisions of the Internal Revenue Code and state tax laws. The Credit Union is a state-chartered credit union as described in Internal Revenue Code (“IRC”) Section 501(c)(14). As such, the Credit Union is exempt from federal taxation of income derived from the performance of activities that are in furtherance of its exempt purposes. However, IRC Section 511 imposes a tax on the unrelated business income (as defined in Section 512) derived by state-chartered credit unions. Many states have similar laws. The specific application of Section 512 to the various activities conducted by state-chartered credit unions has been an issue for many years. In 2007, the Internal Revenue Service (“IRS”) issued a series of Technical Advice Memoranda (“TAM”) to a number of state-chartered credit unions located throughout the country. In these TAMs, the IRS ruled certain products and services to be subject to taxation as unrelated business income. In light of the TAMs, the Credit Union has assessed its activities and any potential federal or state income tax liability. In the opinion of management, any liability arising from federal or state taxation of activities deemed to be unrelated to its exempt purpose is not expected to have a material effect on the Credit Union’s financial condition or results of operations. The Credit Union’s income tax filings are subject to audit by various taxing authorities and open tax periods include 2010 - 2014. Members’ Shares and Savings Accounts Members’ shares are subordinated to all other liabilities of the Credit Union upon liquidation. Interest on members’ shares and savings accounts is based on available earnings at the end of an interest period and is not guaranteed by the Credit Union. Interest rates on members’ shares accounts are set by the Board of Directors, based on an evaluation of current and future market conditions. Assets Acquired in Liquidation of Loans Assets acquired in liquidation of loans represent collateral used to secure members’ loans that have been acquired by the Credit Union in an effort to settle the members’ loan and are recorded at the lower of cost or market less costs of liquidation. Upon acquisition, the Credit Union determines fair value of the collateral and any losses are charged-off through the allowance for loan losses. The Credit Union continues to review these properties for subsequent impairment and any subsequent declines in fair value are recorded through current period earnings. Risks and Uncertainties The Credit Union invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the consolidated statements of financial condition and consolidated statements of earnings. Annual Report 2014 35 Note 1 - Nature of Business and Significant Accounting Policies - Continued Mortgage Servicing Rights The cost of mortgage loans for which there is a definitive plan to sell are allocated to the loan and rights to service mortgage loans based on their relative fair values. The cost of capitalized mortgage servicing rights is amortized proportionately over the period of estimated net servicing revenue. The Credit Union has pooled certain mortgage servicing rights together based on certain risk characteristics and is amortizing these servicing rights over the estimated average life of those loans. As of September 30, 2014, the carrying value approximates the fair market value of the mortgage servicing rights. For measuring impairment, mortgage servicing rights are stratified based on predominate risk characteristics of the underlying loans. These characteristics include loan type, loan size, interest rate, date of origination, loan term and geographic region. The fair value of mortgage servicing rights used in measuring impairment is based upon quoted market prices. Impairment of capitalized servicing rights is recognized through a valuation allowance for each stratum, as necessary. Subsequent Events The consolidated financial statements and related disclosures include evaluation of events up through and including January 6, 2015, which is the date the consolidated financial statements were available to be issued. 36 FAIRWINDS Credit Union Note 2 - Investment Securities The carrying amounts of investment securities as shown in the consolidated statements of financial condition of the Credit Union and their approximate fair values at September 30, 2014 are as follows: Gross Unrealized Gains Amortized Cost Gross Unrealized (Losses) Fair Value Securities available-for-sale Federal agency securities $ Collateralized mortgage obligations 237,269,373 $ 382,839 $ (5,016,725) $ 232,635,487 274,034,324 1,208,101 (6,640,822) 268,601,603 Mortgage-backed securities 52,271,927 504,723 (130,697) 52,645,953 Corporate bonds 40,200,279 185,607 (101,136) 40,284,750 Total available-for-sale $ 603,775,903 $ 2,281,270 $ (11,889,380) $ 594,167,793 $ 1,099,843 $ 90,103 $ - $ 1,189,946 Securities to be held-to-maturity Mortgage-backed securities The amortized cost and estimated market value of debt securities, at September 30, 2014, by contractual maturity, are shown below. Securities Available-For-Sale Amortized Cost Due in less than one year $ Due in one year to less than five years 5,000,787 Securities to be Held-To-Maturity Fair Value $ 5 ,012,050 Amortized Cost $ Fair Value - $ - 184,991,344 184,487,400 - - Due in five years to ten years 37,507,857 36,505,280 - - Due in greater than ten years 49,969,664 46,915,501 - - 274,034,324 268,601,609 - - 52,271,927 52,645,953 1,099,843 1,189,946 Collateralized mortgage obligations Mortgage-backed securities Total Annual Report 2014 $ 603,775,903 $ 594,167,793 $ 1,099,843 $ 1,189,946 37 Note 2 - Investment Securities - Continued Unrealized losses as of September 30, 2014 have not been recognized into income because they are not considered to be other-than-temporary. Management considers the unrealized losses to be market driven, rather than credit driven and no loss will be realized unless the securities are sold. Continuing Unrealized Losses For Less Than 12 Months Description of Securities Federal agency securities Fair Value $ Continuing Unrealized Losses For 12 Months or More Unrealized Losses - $ Fair Value - $ 172,339,237 $ Unrealized Losses Total Fair Value Unrealized Losses (5,016,725) $ 172,339,237 $ (5,016,725) Collateralized mortgage obligations 23,262,953 (132,002) 182,765,595 (6,508,820) 206,028,548 (6,640,822) Mortgage-backed securities 23,247,475 (86,546) 9,786,292 (44,151) 33,033,767 (130,697) - - 9,895,000 (101,136) 9,895,000 (101,136) (11,670,832) $ 421,296,552 $ (11,889,380) Corporate Bonds Total $ 46,510,428 $ (218,548) $ 374,786,124 $ The Credit Union routinely conducts periodic reviews to identify and evaluate each investment security to determine whether any other-than-temporary impairment (OTTI) has occurred. Economic models are used to determine whether an OTTI has occurred on these securities. While all securities are considered, the securities primarily impacted by OTTI testing are collateralized mortgage obligations, specifically collateralized mortgage obligations issued by non-governmental agencies. For each private collateralized mortgage obligation in the investment, including but not limited to those whose fair value is less than their amortized cost basis, an extensive, regular review is conducted to determine if an OTTI has occurred. Various inputs to the economic model are used to determine if an unrealized loss is other-than-temporary. The most significant inputs are the default rate and the loss severity rates of the underlying collateral of the securities. Other inputs may include the actual collateral attributes, which include geographic concentrations, credit ratings and other performance indicators of the underlying assets. To determine if the unrealized loss of these securities is other-than-temporary, the Credit Union projects total estimated defaults of the underlying assets (mortgages) and multiplies that calculated amount by an estimate of realizable value upon sale in the marketplace (severity) in order to determine the impact on cash flows. If the Credit Union determines that a given position will be subject to a write-down or loss, the Credit Union records the expected credit loss as a charge to earnings while the non-credit portion is recorded to other comprehensive income. The Credit Union recognized OTTI losses of $-0- and $258,890 for the years ended September 30, 2014 and 2013, respectively related to expected credit losses on collateralized mortgage obligations. 38 FAIRWINDS Credit Union Note 2 - Investment Securities - Continued The carrying amounts of investment securities as shown in the consolidated statements of financial condition of the Credit Union and their approximate fair values at September 30, 2013 are as follows: Gross Unrealized Gains Amortized Cost Gross Unrealized (Losses) Fair Value Securities available-for-sale Federal agency securities $ Collateralized mortgage obligations 295,860,522 $ 613,957 $ (7,600,020) $ 288,874,459 320,836,594 1,409,204 (5,687,439) 316,558,359 Mortgage-backed securities 34,657,561 657,062 (118,608) 35,196,015 Corporate bonds 40,368,731 79,805 (181,936) 40,266,600 Total available-for-sale $ 691,723,408 $ 2,760,028 $ (13,588,003) $ 680,895,433 $ 1,528,861 $ 108,983 $ - $ 1,637,844 Securities to be held-to-maturity Mortgage-backed securities Annual Report 2014 39 Note 3 - Loans to Members The composition of loans to members is as follows: September 30, 2014 Automobiles $ $ 176,549,031 Mortgages 252,843,798 205,968,282 Home equity 272,170,228 291,062,577 Other secured 10,845,110 13,180,207 Unsecured 21,315,245 19,792,098 Credit cards 46,466,150 45,602,284 Commercial loans 87,608,380 73,454,588 Participation loans 11,395,030 18,055,958 3,453,828 2,240,307 947,047,420 845,905,332 14,919,679 20,584,819 Net deferred loan origination fees/costs Total Less: allowance for loan losses Total loans to members 40 240,949,651 2013 $ 932,127,741 $ 825,320,513 FAIRWINDS Credit Union Note 3 - Loans to Members - Continued Allowance for Loan Losses and Recorded Investment in Loans The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method at September 30, 2014: Commercial First Mortgages $ 4,309,300 $ 9,146,167 Charge-offs (81,995) (3,224,205) Recoveries 31,027 Provision Home Equity Secured Unsecured Total 766,216 $ 2,305,233 $ 20,584,819 (1,819,873) (776,947) (2,322,033) (8,225,053) 189,117 559,625 282,972 463,937 1,526,678 (945,307) 1,327,059 (634,163) 243,867 1,041,779 1,033,235 Ending balance 3,313,025 7,438,138 2,163,492 516,108 1,488,916 14,919,679 Ending balance individually evaluated for impairment 1,366,734 5,877,649 617,455 - - 7,861,838 Ending balance collectively evaluated $ for impairment 1,946,291 $ 1,560,489 $ 1,488,916 $ Ending balance individually evaluated $ 24,187,864 for impairment $ - $ 84,448,956 Allowance for Loan Losses: Beginning balance $ $ 4,057,903 $ 1,546,037 $ 516,108 7,057,841 57,442,412 2,818,680 $ - 64,121,126 371,847,737 94,550,436 264,744,571 67,334,594 862,598,464 207,334 1,162,284 294,715 501,616 810,693 2,976,642 $ 88,516,324 $430,452,433 $ 97,663,831 $265,246,187 $ 68,145,287 $ 950,024,062 Loans: Ending balance collectively evaluated for impairment Accrued interest receivable Total recorded investment in loans Annual Report 2014 41 Note 3 - Loans to Members - Continued Allowance for Loan Losses and Recorded Investment in Loans - Continued The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method at September 30, 2013: First Mortgages Commercial Home Equity Secured Unsecured Total Allowance for Loan Losses: Beginning balance $ 5,816,604 $ 10,887,301 $ 5,408,263 $ 960,641 $ 3,564,849 $ 26,637,658 Charge-offs (473,810) (5,412,235) (4,347,777) (919,725) (3,214,188) (14,367,735) Recoveries (12,400) 202,358 546,490 240,442 515,947 1,492,837 (1,021,094) 3,468,743 2,450,927 484,858 1,438,625 6,822,059 Ending balance 4,309,300 9,146,167 4,057,903 766,216 2,305,233 20,584,819 Ending balance individually evaluated for impairment 2,611,963 6,304,309 896,822 - - 9,813,094 Ending balance collectively evaluated $ for impairment 1,697,337 $ 2,841,858 $ 3,161,081 $ 766,216 $ 2,305,233 $ 10,771,725 55,446,374 $ 4,492,932 $ - $ - $ 82,409,146 Provision Loans: Ending balance individually evaluated $ for impairment 22,469,840 Ending balance collectively evaluated for impairment 51,570,821 331,903,178 106,454,644 208,404,464 65,729,194 764,062,301 156,580 988,406 550,363 304,452 808,688 2,808,489 Accrued interest receivable Total recorded investment in loans 42 $ $ 74,197,241 $ 388,337,958 $ 111,497,939 $ 208,708,916 $ 66,537,882 $ 849,279,936 FAIRWINDS Credit Union Note 3 - Loans to Members - Continued Impaired Loans Loan impairment is measured by estimating the expected future cash flows or by valuing the underlying collateral. The following table presents loans individually evaluated for impairment by class of loans as of September 30, 2014: Unpaid Principal Balance Recorded Investment Related Allowance Average Recorded Investment - $ 12,007,298 Interest Income Recognized With No Related Allowance Recorded: Commercial $ First Mortgage Home Equity 11,679,333 $ 11,679,333 $ $ - 10,613,300 10,613,300 - 6,779,546 - 218,560 218,560 - 470,376 - 1,366,734 $ 11,321,554 With An Allowance Recorded: Commercial $ First Mortgage Home Equity 12,508,531 $ 12,508,531 $ $ - 46,829,112 46,829,112 5,877,649 47,792,535 - 2,600,120 2,600,120 617,455 3,156,440 - Total: Commercial $ 24,187,864 $ 24,187,864 $ 1,366,734 $ 23,328,852 $ - First Mortgage $ 57,442,412 $ 57,442,412 $ 5,877,649 $ 54,572,081 $ - Home Equity $ 2,818,680 $ 2,818,680 $ 617,455 $ $ - Annual Report 2014 3,626,816 43 Note 3 - Loans to Members - Continued Impaired Loans - Continued Loan impairment is measured by estimating the expected future cash flows or by valuing the underlying collateral. The following table presents loans individually evaluated for impairment by class of loans as of September 30, 2013: Unpaid Principal Balance Recorded Investment Related Allowance Average Recorded Investment - $ 13,809,572 Interest Income Recognized With No Related Allowance Recorded: Commercial $ First Mortgage Home Equity 12,335,263 $ 12,335,263 $ $ 52,262 6,776,714 6,776,714 - 6,829,283 - 780,172 780,172 - 901,950 - With An Allowance Recorded: Commercial $ First Mortgage Home Equity 10,134,576 $ 10,134,576 $ 2,611,963 $ 9,992,517 $ - 48,669,660 48,669,660 6,304,309 51,060,695 - 3,712,760 3,712,760 896,822 4,003,720 - Total: Commercial $ 22,469,839 $ 22,469,839 $ 2,611,963 $ 23,802,089 $ 52,262 First Mortgage $ 55,446,374 $ 55,446,374 $ 6,304,309 $ 57,889,978 $ - Home Equity $ 4,492,932 $ 4,492,932 $ 896,822 $ $ - 4,905,670 Credit Quality Indicators The Credit Union categorizes member business loans into risk categories based on relevant information about the ability of the borrower to service their debts such as current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Credit Union analyzes member business loans individually by classifying the loans as to credit risk. This analysis is limited to member business loans. The Credit Union uses the following definitions for classified risk rating: Special Mention - The loan has potential weaknesses, such as negative financial trends, a limited financial history, a serious documentation flaw, or inadequate control on the part of the financial institution. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset. However, a loan rated “special mention” is considered fully collectible. Substandard - A loan is “substandard” if there is the potential for loss. Such loans have well-defined weaknesses and are not fully protected either by the paying capacity of the borrower or the value of the secondary source of repayment. These loans are characterized by the distinct possibility that your financial institution could sustain some loss if the deficiencies are not corrected. 44 FAIRWINDS Credit Union Note 3 - Loans to Members - Continued Credit Quality Indicators - Continued Doubtful and Loss - The lowest risk ratings of “doubtful” and “loss” indicate increased loss potential. Such loans should have been already been recognized and, more than likely, charged-off. Loans not meeting the criteria above that are analyzed individually as part of the above described process are considered to be prime or pass rated loans. At September 30, 2014 and 2013 and based on the most recent analysis performed, the risk category of loans by class of loans is as follows: September 30, 2014 Special Mention Pass Commercial $ 72,146,453 $ 8,342,076 Substandard $ 4,906,378 Doubtful $ 3,121,417 Loss $ Total - $ 88,516,324 September 30, 2013 Special Mention Pass Commercial $ 63,248,470 $ 1,724,010 Substandard $ 5,366,540 Doubtful $ 3,826,867 Loss $ 31,354 Total $ 74,197,241 The Credit Union considers the performance of the loan portfolio and its impact on the allowance for loan losses. The following table presents the recorded investment in residential and consumer loans based on payment activity as of September 30, 2014 and 2013: September 30, 2014 First Mortgages Performing $ $ 10,403,706 Non-Performing Total 420,048,727 Home Equity $ 430,452,433 Secured 97,306,625 $ 357,206 $ 97,663,831 $ Unsecured Totals 265,151,183 $ 67,546,738 $ 850,053,273 95,004 598,549 11,454,465 265,246,187 $ 68,145,287 $ 861,507,738 September 30, 2013 First Mortgages Performing $ Annual Report 2014 $ 14,487,365 Non-Performing Total 373,850,593 Home Equity $ 388,337,958 Secured 111,497,939 $ $ 11,497,939 $ Unsecured Totals 207,392,448 $ 65,730,944 $ 758,471,924 1,316,468 806,938 16,610,771 208,708,916 $ 66,537,882 $ 775,082,695 45 Note 3 - Loans to Members - Continued Age Analysis of Past Due Loans The following table presents the aging of the recorded investment in past due loans at September 30, 2014: September 30, 2014 31-60 Days Past Due Unsecured $ Secured 671,777 Greater Than 90 Days 61-90 Days Past Due $ 510,071 $ Total Past Due Current Total Financing Receivable 598,549 $ 1,780,397 $ 66,364,890 $ 68,145,287 Recording Investment >90 Days and Accruing $ - 1,520,818 170,436 95,004 1,786,258 263,459,929 265,246,187 - Home Equity 730,929 477,359 357,206 1,565,494 96,098,337 97,663,831 - Mortgages 306,875 1,791,151 10,403,706 12,501,732 417,950,701 430,452,433 - Commercial 56,718 30,358 1,167,721 1,254,797 87,261,527 88,516,324 - $ 3,287,117 $ 2,979,375 $12,622,186 $ 18,888,678 $ 931,135,384 $950,024,062 Total $ - The following table presents the aging of the recorded investment in past due loans at September 30, 2013: September 30, 2013 31-60 Days Past Due Unsecured $ Secured $ 460,239 Greater Than 90 Days $ Total Past Due Current 806,938 $ 2,075,261 $ 64,462,621 Total Financing Receivable Recording Investment >90 Days and Accruing $ 66,537,882 $ - 1,425,975 147,180 1,316,468 2,889,623 205,819,293 208,708,916 - 976,173 477,984 - 1,454,157 110,043,782 111,497,939 - Mortgages 69,912 3,721,787 14,487,365 18,279,064 370,058,894 388,337,958 - Commercial 558,137 121,206 484,783 1,164,126 73,033,115 74,197,241 - 3,838,281 $ 4,928,396 $ 17,095,554 $ 25,862,231 $823,417,705 $ 849,279,936 $ - Home Equity Total 46 808,084 61-90 Days Past Due $ FAIRWINDS Credit Union Note 3 - Loans to Members - Continued Troubled Debt Restructurings The following table presents loans by class which were modified as troubled debt restructurings during the year ended September 30, 2014: Pre-Modification Outstanding Recorded Investment Number of Contracts Post-Modification Outstanding Recorded Investment Troubled Debt Restructurings Mortgages 39 Home Equity 12 380,551 358,363 8 73,573 67,581 Pre-Modification Outstanding Recorded Investment Post-Modification Outstanding Recorded Investment Vehicle $ Number of Contracts 6,592,156 $ 6,318,737 Troubled Debt Restructurings that Subsequently Defaulted Mortgages 22 $ 3,378,389 $ 907,801 Home Equity 6 215,947 190,099 Vehicle 9 155,487 65,588 The following table presents loans by class which were modified as troubled debt restructurings during the year ended September 30, 2013: Pre-Modification Outstanding Recorded Investment Number of Contracts Post-Modification Outstanding Recorded Investment Troubled Debt Restructurings Mortgages 101 $ 17,876,596 $ 18,745,998 Commercial 3 2,722,925 2,609,148 Home Equity 41 1,568,539 1,648,315 Vehicle 26 219,257 236,456 Pre-Modification Outstanding Recorded Investment Number of Contracts Post-Modification Outstanding Recorded Investment Troubled Debt Restructurings that Subsequently Defaulted Mortgages 29 Commercial 2 113,937 36,163 Home Equity 18 1,132,888 964,094 5 93,943 43,566 Vehicle Annual Report 2014 $ 5,867,111 $ 1,551,585 47 Note 4 - Property, Equipment and Leasehold Improvements The principal categories of property, equipment and leasehold improvements may be summarized as follows: September 30, 2014 Land and improvements $ 2013 23,072,565 $ 23,072,565 Building and improvements 49,701,014 49,616,807 Furniture and equipment 33,361,509 32,628,507 Leasehold improvements 10,194,013 10,192,013 334,598 680,972 116,663,699 116,190,864 45,289,375 43,419,061 Construction-in-process Total cost Less accumulated depreciation Undepreciated cost $ 71,374,324 $ 72,771,803 Construction-in-process amounts relate to site development costs for future branching. No agreements or material commitments exist at September 30, 2014. 48 FAIRWINDS Credit Union Note 5 - Borrowed Funds The Credit Union has outstanding borrowed funds and these notes mature and carry interest rates as follows: September 30, 2014 2013 Fixed Rate Note with the Federal Home Loan Bank of Atlanta bearing interest of 4.386%, interest is payable monthly and principal is payable with a single payment on August 28, 2017 $ Fixed Rate Note with the Federal Home Loan Bank of Atlanta bearing interest of 4.530%, interest is payable monthly and principal is payable with a single payment on August 29, 2017 25,000,000 25,000,000 Fixed Rate Note with the Federal Home Loan Bank of Atlanta bearing interest of 2.702%, interest is payable monthly and principal is payable with a single payment on January 30, 2018 25,000,000 25,000,000 Total borrowed funds $ 25,000,000 75,000,000 $ $ 25,000,000 75,000,000 The Credit Union maintains a line-of-credit with Corporate One Federal Credit Union at a variable rate of interest, guaranteed by all assets, maximum credit available of $100,000,000 at September 30, 2014 and 2013. There were no outstanding advances as of September 30, 2014 and 2013. The Credit Union maintains a line-of-credit with the Federal Home Loan Bank of Atlanta at a variable rate of interest, guaranteed by mortgage loans, maximum credit available of $262,712,986 at September 30, 2014. At September 30, 2014 and 2013, the Credit Union had advanced $75,000,000 against this line-of-credit agreement in the form of term notes. As of September 30, 2014, the Credit Union has pledged $262,712,986 in first mortgage loans as collateral against the term loans held with the Federal Home Loan Bank of Atlanta. The Credit Union is authorized to borrow from the Federal Reserve discount window. The Credit Union may borrow funds up to amounts collateralized by Credit Union assets including investment securities. The Credit Union has no outstanding borrowings at September 30, 2014. Annual Report 2014 49 Note 6 - Members’ Shares and Savings Accounts September 30, 2014 Share draft accounts $ 2013 104,994,338 $ 96,175,938 Shares and equivalents 562,749,020 498,610,117 Money market accounts 530,324,042 534,012,780 42,907,625 41,823,564 274,352,162 300,103,852 Individual retirement accounts Certificates of deposit and IRA certificates Total members’ shares and savings accounts $ 1,515,327,187 $ 1,470,726,251 At September 30, 2014, scheduled maturities of certificates of deposit and IRA certificates are as follows: Year Ending September 30th: 2015 $ 181,543,955 2016 41,850,837 2017 32,730,734 2018 13,736,555 2019 4,490,081 Total $ 274,352,162 The aggregate amount of time deposit accounts in denominations of $100,000 or more at September 30, 2014 were $88,774,652. 50 FAIRWINDS Credit Union Note 7 - Regulatory Capital The Credit Union is subject to various regulatory capital requirements administered by its primary federal regulator, the NCUA. Failure to meet the minimum regulatory capital requirements can initiate certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Credit Union’s consolidated financial statements. Under the capital adequacy guidelines and the regulatory framework for prompt corrective action, the Credit Union must meet specific capital regulations that involve quantitative measures of the Credit Union’s assets, liabilities, and certain off-balance sheet items as calculated under generally accepted accounting practices. The Credit Union’s capital amounts and net worth classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Quantitative measures established by regulation to ensure capital adequacy require the Credit Union to maintain minimum amounts and ratios of net worth to total assets. Credit unions are also required to calculate a Risk-Based Net Worth Requirement (RBNWR) which establishes whether or not the credit union will be considered complex under the regulatory framework. The Credit Union’s RBNWR ratio as of September 30, 2014 and 2013 was 6.8% and 7.5%, respectively. The minimum ratio to be considered complex under the regulatory framework is 6.0%. Management believes as of September 30, 2014 and 2013, that the Credit Union meets all capital adequacy requirements to which it is subject. As of September 30, 2014 and 2013, the Credit Union was categorized as “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as well capitalized, the Credit Union must maintain a minimum net worth as follows: To Be Well Capitalized Under the Prompt Corrective Action Actual Provision Actual Amount Ratio Amount Ratio September 30, 2014 Net worth $ 168,813,875 9.58% $ 123,383,645 7.00% September 30, 2013 Net worth $ 150,785,748 8.88% $ 118,914,579 7.00% Note 8 - Related Party Transactions The majority of employees and all members of the Board of Directors have member accounts at the Credit Union, including share, deposit and loan accounts. The terms of transactions involving these accounts (i.e., rates charged and paid) are comparable to other members. Included in loans receivable at September 30, 2014 and 2013 are loans of $5,087,851 and $4,408,834, respectively, to directors and officers of the Credit Union. Such loans are made in the ordinary course of business at normal credit terms including interest rates and collateralization. Annual Report 2014 51 Note 9 - Commitments and Contingent Liabilities The principal commitments of the Credit Union are as follows: Lease Commitments At September 30, 2014 and 2013, the Credit Union had outstanding commitments under noncancellable operating leases for office space for several branch locations. Net rent expenses under the operating leases, included in expenses, were $2,443,924 and $2,366,054 for the years ended September 30, 2014 and 2013, respectively. The projected minimum rental payments under the terms of the leases at September 30, 2014 are as follows: Year Ending September 30th: 2015 $ 2,270,139 2016 1,572,355 2017 425,837 2018 187,475 2019 and thereafter 143,198 Total $ 4,599,004 Loan Commitments At September 30, 2014, the Credit Union had outstanding commitments for unused lines-of-credit that are not reflected in the accompanying consolidated financial statements, as follows: Home equity $ Lines-of-credit Credit cards 47,085,078 21,281,051 176,240,793 Overdraft privilege program 46,924,617 Commercial 15,890,835 Total $307,422,374 The Credit Union is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its members and to reduce its own exposure to fluctuations in interest rates. These financial instruments include commitments to extend credit. Those instruments involve, to varying degrees, elements of credit and interest-rate risk in excess of the amount recognized in the consolidated statements of financial condition. The contract or notional amounts of those instruments reflect the extent of involvement the Credit Union has in particular classes of financial instruments. 52 FAIRWINDS Credit Union Note 9 - Commitments and Contingent Liabilities - Continued The Credit Union’s exposure to credit loss in the event of nonperformance by the other party to the financial instruments for commitments to extend credit is represented by the contractual notional amount of those instruments. The Credit Union uses the same credit policies in making commitments as it does for on-balance sheet instruments. Financial instruments whose contract amounts represent credit risk: Commitments to extend credit, generally unsecured $ 244,446,461 Commitments to extend credit, home-equity secured 47,085,078 Commitments to extend credit, commercial lending 15,890,835 Total $ 307,422,374 Commitments to extend credit are agreements to lend to a member as long as there is no violation of any condition established in the contract. Commitments generally have termination clauses or fixed expiration dates. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Credit Union evaluates each member’s credit worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Credit Union upon extension of credit, is based on management’s credit evaluation of the member and classification of loan. Note 10 - Fair Values of Financial Instruments The Credit Union uses fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is best determined based on quoted market prices. However, in many instances, there are no quoted market prices for the Credit Union’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement on the instrument. The definition of fair value focuses on exit price in an orderly transaction between market participants at the measurement date under current market conditions, other than in a forced liquidation or distressed sale. If there has been a significant decrease in the volume and level of activity for the asset or liability, a change in the valuation technique or the use of multiple valuation techniques may be appropriate. In such instances, determining the price at which willing market participants would transact at the measurement date under current market conditions depends on the facts and circumstances and requires the use of significant judgment. The fair value is a reasonable point within the range that is most representative of fair value under current market conditions. Annual Report 2014 53 Fair Value Hierarchy The Credit Union groups its financial assets and financial liabilities generally measured at fair value into three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. The three levels of the fair value hierarchy are described below: Basis of Fair Value Measurements Level 1 - Valuation is based on quoted market prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 assets and liabilities generally include debt and equity securities that are traded in an active exchange market. Valuations are obtained from readily available pricing sources for market transactions involving identical assets or liabilities. Level 2 - Valuation is based on inputs other than quoted market prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The valuation may be based on quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability. Level 3 - Valuation is based on unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined by using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which determination of fair value requires significant management judgment or estimation. A financial instrument’s categorization with the valuation hierarchy is based on the lowest level of input that is significant to their fair value measurement. The following methods and assumptions were used by the Credit Union in estimating fair value disclosures for financial instruments: Cash and Cash Equivalents The carrying amount approximates fair value due to the short-term nature of these instruments. Investment Securities Fair values for securities are based on quoted market prices, where available. If quoted market prices are not available, fair values are based on quoted market prices of comparable instruments. Loans Receivable Fair value is based on the discounted value of future cash flows expected to be received for a loan or group of loans using current rates at which similar loans would be made to borrowers with similar credit ratings 54 FAIRWINDS Credit Union Note 10 - Fair Values of Financial Instruments - Continued Fair Value Hierarchy - Continued and the same remaining maturities. This method considers interest rate changes and credit risk changes within the discount rate chosen. A single discount rate is applied to homogeneous categories of loans such as credit cards and automobile loans. Members’ Savings Accounts The fair value disclosed for shares, share draft and money market accounts are, by definition, equal to the amount payable on demand at the reporting date. Fair values for fixed-rate share certificates are estimated using a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities on shares and certificates. Borrowed Funds The fair value of fixed maturity borrowings is estimated using the rates currently offered for borrowings with similar remaining maturities. Deferred Compensation Assets Fair values are based on quoted market prices, where available; if quoted market prices are not available, fair values are based on quoted market prices of similar instruments. Commitments to Extend Credit The estimated fair value of the commitments to extend credit represents the Credit Union’s potentially unfunded commitments under such lines-of-credit. Annual Report 2014 55 Note 10 - Fair Values of Financial Instruments - Continued Fair Value Hierarchy - Continued Assets Measured at Fair Value on a Recurring Basis Assets measured at fair value on a recurring basis at September 30, 2014 and 2013 are summarized as follows: Fair Value Measurements at September 30, 2014, Using Quoted Prices in Active Markets for Identical Assets (Level 1) Other Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Available-for-sale securities $ - $ 594,167,793 $ - $ 594,167,793 Deferred compensation assets $ - $ 21,727,531 $ - $ 21,727,531 Total Carrying Value Fair Value Measurements at September 30, 2013, Using 56 Quoted Prices in Active Markets for Identical Assets (Level 1) Other Significant Observable Inputs (Level 2) Available-for-sale securities $ - $ Deferred compensation assets $ - Significant Unobservable Inputs (Level 3) Total Carrying Value 680,895,433 $ - $ 680,895,433 $21,641,362 $ - $ 21,641,362 FAIRWINDS Credit Union Assets Measured at Fair Value on a Non-Recurring Basis Assets measured at fair value on a non-recurring basis at September 30, 2014 and 2013 are summarized as follows: Fair Value Measurements at September 30, 2014, Using Quoted Prices in Active Markets for Identical Assets (Level 1) Other Significant Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Other real estate owned $ - $ 14,114,266 $ - $ 14,114,266 Impaired loans $ - $ - $ 84,535,253 $ 84,535,253 Total Carrying Value Fair Value Measurements at September 30, 2013, Using Annual Report 2014 Quoted Prices in Active Markets for Identical Assets (Level 1) Other Significant Observable Inputs (Level 2) Other real estate owned $ - $ 18,989,397 $ - $ 18,989,397 Impaired loans $ - $ - $ 82,409,145 $ 82,409,145 Significant Unobservable Inputs (Level 3) Total Carrying Value 57 Note 10 - Fair Values of Financial Instruments - Continued Fair Value Hierarchy - Continued The carrying amounts and estimated fair values of the Credit Union’s financial instruments at September 30, 2014 and 2013 are as follows: September 30, 2014 Carrying Amounts 2013 Fair Value Carrying Amounts Fair Value Financial Assets Cash and cash equivalents $ 96,978,305 $ 96,978,305 $ 44,590,077 $ 44,590,077 21,727,531 21,727,531 21,641,362 21,641,362 Investment securities 595,267,636 595,357,739 682,424,294 682,533,277 Loans receivable, net of allowance for loan losses 932,127,741 951,856,000 825,320,513 837,272,000 Deferred compensation assets $ 1,646,101,213 $ 1,665,919,575 $ 1,573,976,246 $ 1,586,036,716 $ 1,515,327,187 $ 1,460,949,486 $ 1,470,726,251 $ 1,475,033,719 75,000,000 81,713,000 $ 1,590,327,187 $ 1,542,662,486 $ Commitments to extend credit $ - $ 307,422,374 $ Financial Liabilities Members’ shares and savings accounts Borrowed funds 75,000,000 84,272,000 1,545,726,251 $ 1,559,305,719 Unrecognized Financial Instruments 58 - $ 277,105,634 FAIRWINDS Credit Union Note 11 - 401(k) Profit Sharing Plan The Credit Union has a 401(k) profit sharing plan that covers substantially all employees. Contributions by the Credit Union included in the determination of net earnings for the years ended September 30, 2014 and 2013 amounted to approximately $956,000 and $907,000, respectively. Note 12 - Deferred Compensation Plan The Credit Union has a deferred compensation plan covering certain management employees which will be payable upon the employees’ retirement or termination. The liability at September 30, 2014 and 2013 was approximately $178,200 and $711,000, respectively and is included in other accrued liabilities on the consolidated statements of financial condition. The Credit Union has three Supplemental Executive Retirement Plans (SERPs) that guarantee specific payments be made to key executives once eligibility requirements are met. As of September 30, 2014 and 2013, the obligation to the executives was $3,460,629 and $2,615,441, respectively. The SERPs were established to provide two benefit payment dates for each executive to be paid when they reach the age of 55 and 65. The payment at age 55 is a lump-sum payment while the payment to be made at age 65 is determined based on the five highest years of compensation paid to the executive between the date the agreements were signed and retirement age. The Credit Union anticipates payments under the terms of the SERPs to be as follows: Year Ending September 30th: 2015 $ - 2016 500,000 2017 500,000 2018 - 2019 $ 1,000,000 The Credit Union has invested in assets, which consist of life insurance and annuity contracts, to informally fund the deferred compensation plans. As of September 30, 2014 and 2013, the Credit Union had assets valued at $21,727,531 and $21,641,362, respectively, related to these plans. The assets would be available to general creditors in the event of liquidation of the Credit Union’s assets. Annual Report 2014 59 Note 13 - Servicing Portfolio The Credit Union was servicing $146,859,140 and $162,009,863 of unpaid FNMA mortgage balances at September 30, 2014 and 2013, respectively. Servicing fee income related to these portfolios was approximately $390,000 and $406,000 for the years ended September 30, 2014 and 2013, respectively. These amounts are included in fees and charges on the consolidated statements of earnings. Custodial funds in escrow represent member payments for principal and interest, as well as for taxes and insurance. These amounts are held in escrow, with a corresponding liability recorded until the date that such funds are released by the Credit Union for their intended purpose. The total amount of escrow funds at September 30, 2014 and 2013 was $2,028,776 and $2,069,382, respectively. Note 14 - Mortgage Servicing Rights The following is an analysis of the change in capitalized originated mortgage servicing rights: September 30, 2014 Balance - beginning $ Capitalized servicing rights Amortization expense Balance - ending $ 2013 1,136,427 $ 1,164,458 202,757 270,380 (315,311) (298,411) 1,023,873 $ 1,136,427 At September 30, 2014 and 2013, the fair value of the mortgage servicing rights approximated its book value. Mortgage servicing rights are included in other assets in the consolidated statements of financial condition at September 30, 2014 and 2013. 60 FAIRWINDS Credit Union Annual Report 2014 61
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