1、2014OTCQB:PFLC 2014?March 26,2015 My Fellow Shareholders:My Fellow Shareholders:We delivered another solid performance in 2014,executing on our growth strategies,strengthening our balance sheet,and improving the bottom line.Profits increased 32%for the full year,with earnings growing to$4.9 million
2、in 2014,compared to$3.7 million in 2013.The increase in our profitability year-over-year was driven by increases in net interest income,an improved net interest margin,continued strong loan production and better operating efficiencies.As a result of our successes,we were able to raise our annual cas
3、h dividend to 21-cents per share at the end of 2014,equating to a yield of more than 3.10%at current market levels.2014 Accomplishments 2014 Accomplishments?Growing the loan portfolio with quality assets is important for our continued success,and we were able to organically grow loans by 12%to$563.1
4、 million for the year.Noninterest-bearing deposits also increased 14%and remained strong at 26%of total deposits.Both achievements were key contributors to our strong financial performance.?Our net interest income increased 14%to$27.0 million in 2014,from$23.8 million in 2013,and our net interest ma
5、rgin improved 17 basis points to 4.17%,from 4.00%a year ago.?At the same time,credit quality continued to improve,with the ratio of nonperforming assets to total assets at 1.36%at year end,compared to 1.42%last year.?We strategically deployed some of our excess capital this year while maintaining so
6、lid capital ratios,which continued to exceed regulatory requirements.?465,208478,307451,788504,072554,74544,954548,050548,243607,347635,0540200,000400,000600,000800,00020102011201220132014Total?Net?LoansTotal?DepositsTotal?Net?Loans?and?Deposits(Dollars?in?Millions)Dennis?A.?Long?President?&?Chief?E
7、xecutive?Officer?g b ftxwx?Our efficiency ratio improved as a result of our ability to grow earnings within our existing capacity.Capital Ratios Pacific Financial Corporation Pacific Financial Corporation Well-Capitalized Financial Institutional Regulatory Guidelines Capital Ratios Pacific Financial
8、 Corporation Pacific Financial Corporation Well-Capitalized Financial Institutional Regulatory Guidelines December 31 2014 2013 December 31 2014 2013 Total Risk-based 13.61%14.11%10.0%Tier 1 Risk-based 12.36%12.85%6.0%Tier 1 Leverage 9.80%9.83%5.0%Tangible Common Equity 8.05%7.74%n/a?As we discussed
9、 in last years letter,we began the year by hiring Doug Biddle as our Chief Financial Officer,filling the opening that Denise Portmann vacated when she was promoted to President and Chief Executive Officer of Bank of the Pacific,on January 1,2014.Doug has proven to be a valuable strategic business pa
10、rtner to our senior executive leadership team,and Denise has demonstrated exceptional leadership in running the bank.?In April of 2014 Bank of the Pacific received its SBA Preferred Lender Status with the U.S.Small Business Administration(“SBA”).A bank that has preferred lender status may grant appr
11、oval of a small business loan and it is automatically approved by the SBA-thus speeding funds into the borrowers hands.It is the highest bank designation granted by the SBA and is reserved only for top-tier lenders.In 2014,the Bank originated$8.5 million in 7(a)small business loans,ranking 20th in t
12、he Seattle/Spokane region in number of loans funded.?The following month,we received approval to convert our loan production office(“LPO”)in Vancouver,Washington,into a full-service commercial banking center.The LPO was originally opened in March 2013,and total loans have grown to$38.0 million as of
13、 December 31,2014.?In August,Daniel J.Tupper,a successful business leader in the Twin Harbors region of Washington State,was appointed to the Board of Directors of Pacific Financial Corporation.Additionally,we kicked off 2015 by appointing Kristi Gundersen,a partner of Knutzen Farms,LP,to the Compan
14、ys Board of Directors.?Finally,and most notably,in January 2015 we expanded our presence in Oregon,with a seasoned commercial lending team led by Dan Ebert,Senior Vice President and Manager,launching a new loan production office in Salem,Oregon.We continue to do what we do best:serve our communities
15、 and constituents.After a very successful 18 years with Pacific Financial,Dennis Longs last day will be June 1,2015.We have thoroughly enjoyed working together.We are all very comfortable that this thriving franchise is in good hands and is poised to continue to do well financially.We have developed
16、 a very capable team of internal successors,as we continue our efforts to have Pacific Financial remain a top performing institution.?As we head into 2015,we are committed to investing in our strategy centered on responding to the needs of our customers and our communities.At the same time,we will c
17、ontinue to look for ways to improve efficiencies while maintaining strong open communications with our shareholders.On behalf of the Board of Directors and our dedicated employees,thank you for your continuing support.Please join us for our annual shareholders meeting on Wednesday,April 29,2015,at 7
18、:00 p.m.,Pacific Time,at 1101 South Boone Street,Aberdeen,Washington.Sincerely,Gary C.Forcum Dennis A.Long Chairman of the Board President and Chief Executive Officer Pacific Financial Corporation Pacific Financial Corporation This page intentionally left blank.UNITED STATES SECURITIES AND EXCHANGE
19、COMMISSION WASHINGTON,D.C.20549 FORM 10-K X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31,2014 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number:000-29829 PACIFIC
20、FINANCIAL CORPORATION(Exact name of registrant as specified in its charter)Washington 91-1815009 (State or other jurisdiction of (I.R.S.Employer incorporation or organization)Identification No.)1101 S.Boone Street Aberdeen,Washington 98520-5244(Address of principal executive offices)(Zip Code)(360)5
21、33-8870(Registrants telephone number,including area code)Indicate by check mark whether the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)o
22、f the Exchange Act.Yes No Indicate by check mark whether the Registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter periods that the Registrant was required to file such reports),and(2)ha
23、s been subject to such requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site,if any,every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T(232.405 of thi
24、s chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit and post such files).Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein,and will not be contained,to the best of
25、 the registrants knowledge,in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer or a smal
26、ler reporting company.See definitions of“large accelerated filer,”“accelerated filer,”and“smaller reporting company”in Rule 12b-2 of the Exchange Act.Large accelerated filer Accelerated filer Non-accelerated filer Smaller Reporting Company Indicate by check mark whether the registrant is a shell com
27、pany(as defined in Rule 12b-2 of the Exchange Act).Yes No The aggregate market value of the common stock held by non-affiliates of the registrant at June 30,2014,was$55,342,407.The number of shares outstanding of the registrants common stock,$1.00 par value as of February 28,2015,was 10,375,460 shar
28、es.DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrants Proxy Statement filed in connection with its annual meeting of shareholders to be held April 29,2015 are incorporated by reference into Part III of this Form 10-K.Form 10-K Table of Contents Part I Item I.Business 2 Item IA.Risk Fact
29、ors 12 Item IB.Unresolved Staff Comments 17 Item 2.Properties 17 Item 3.Legal Proceedings 17 Item 4.Mine Safety Disclosures 17 Part II Item 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities 17 Item 6.Selected Financial Data 19 Item 7.Managem
30、ents Discussion and Analysis of Financial Condition and Results of Operations 20 Item 8.Financial Statements and Supplementary Data 44 Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 44 Item 9A.Controls and Procedures 44 Item 9B.Other Information 45 Part I
31、II Item 10.Directors,Executive Officers and Corporate Governance 45 Item 11.Executive Compensation 45 Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 45 Item 13.Certain Relationships and Related Transactions and Director Independence 46 Item 14.
32、Principal Accountant Fees and Services 46 Part IV Item 15.Exhibits and Financial Statement Schedules 46 FINANCIAL STATEMENTS F-47-94 SIGNATURES 95 2 PART I.ITEM 1.Business Pacific Financial Corporation(the“Company”or“Pacific”)is a bank holding company headquartered in Aberdeen,Washington.The Company
33、 owns one bank,Bank of the Pacific(the“Bank”),which operates in western Washington and the north coast of Oregon.The Company was incorporated in the State of Washington in February,1997,pursuant to a holding company reorganization of the Bank.The Company conducts its banking business through the Ban
34、k,which operates 17 branches located in communities in Grays Harbor,Pacific,Clark,Whatcom,Skagit and Wahkiakum counties in the state of Washington and three in Clatsop County,Oregon.In addition,the Bank operates loan production offices in Burlington and DuPont,Washington and,opened in January 2015,S
35、alem,Oregon.The Company also has a residential real estate mortgage department.The Companys common stock is listed on the OTCQB exchange under the symbol PFLC.Revenue,net income and total assets for the Company for the years ended December 31,2014,2013,and 2012 are presented below:For Year EndedDece
36、mber 31,December 31,December 31,201420132012Revenue:Net interest income$27,033$23,800$24,011Non-interest income8,0799,9559,391Total revenue35,11233,75533,402Net income$4,927$3,731$4,785Total assets$744,807$705,039$643,594PACIFIC FINANCIAL CORPORATION(Dollars in Thousands)For additional selected fina
37、ncial information,please see“Item 6.Selected Financial Data”below.The Company is presently a reporting company with the Securities and Exchange Commission(“SEC”).Pacifics filings with the SEC,including its annual report on Form 10-K,quarterly reports on Form 10-Q,periodic current reports on Form 8-K
38、 and amendments to these reports,are available free of charge through links from our website at http:/ to the SECs site at http:/www.sec.gov,as soon as reasonably practicable after filing with the SEC.You may also access our filings with the SEC directly from the EDGAR database found on the SECs web
39、site.By making reference to our website above and elsewhere in this report,we do not intend to incorporate any information from our site into this report.The Company intends to terminate its registration with the SEC under the Securities Exchange Act of 1934 during second quarter 2015,terminating it
40、s reporting obligations with the SEC.The Bank Bank of the Pacific was organized in 1978 and opened for business in 1979 to meet the need for a regional community bank with local interests to serve the small to medium-sized businesses and professionals in the coastal region of western Washington.The
41、Bank initially focused on coastal communities in western Washington,but it has expanded into the Bellingham,Washington area and,more recently,communities along the northern Oregon coast,Vancouver,Washington and Salem,Oregon.Products and services offered by the Bank include personal and business depo
42、sit products and services and various loan and credit products as described in greater detail below.Deposit Products and Services The Banks primary sources of deposits are individuals and businesses in its local markets.Bank management has made a concerted effort to attract deposits in our local mar
43、ket areas through competitive pricing and delivery of quality products.The Bank offers a traditional array of deposit products,including non-interest bearing checking accounts,interest-bearing checking and savings accounts,money market accounts,and certificates of deposits.These accounts earn intere
44、st at rates established by management based on competitive market factors and managements strategic objectives in regards to the types or maturities of deposit liabilities from time to time.Services which accompany the deposit products include sweep accounts,wire services,safety deposit boxes,online
45、 banking,mobile banking,and cash management and other treasury management services.3 The Banks deposits are insured by the Federal Deposit Insurance Corporation(“FDIC”)up to applicable legal limits under the Deposit Insurance Fund.The Bank is a member of the Federal Home Loan Bank(“FHLB”)and is regu
46、lated by the Washington Department of Financial Institutions,Division of Banks(“Washington Division”),and the FDIC.The Bank provides 24-hour online and mobile banking to its customers with access to account balances and transaction histories,plus an electronic check register to make account manageme
47、nt and reconciliation easier.The online banking system is compatible with budgeting software like Intuits Quicken or Microsofts Money.In addition,the online and mobile banking systems include the ability to transfer funds,make loan payments,reorder checks,and request statement reprints,provide loan
48、calculators and allows for e-mail exchanges with representatives of the Bank.Also,for a nominal fee,customers can request stop payments and pay an unlimited number of bills online.Through mobile banking,customers can deposit checks and conduct certain banking activities via text message.These servic
49、es,along with rate and other information,can be accessed through the Banks website at http:/.In addition to providing accounts and services to local customers,the Bank utilizes brokered deposits from time to time,which are deposits that are acquired from outside the region.The Bank also participates
50、 in the Certificate of Deposit Account Registry Service(“CDARS”)which uses a deposit-matching program to distribute deposit balances in excess of insurance or other limits across participating banks.Our participation in CDARS is intended to enhance our ability to attract and retain customers and inc
51、rease deposits by providing additional FDIC coverage to customers.Due to the nature of the placement of the funds,CDARS deposits are classified as“brokered deposits”by regulatory agencies.In determining whether to take brokered deposits,the Bank considers current market interest rates,profitability
52、to the Bank,and matching deposits and loan products.The Company is not dependent on any significant individual customers,entities or group of related entities for deposits.There are no deposit relationships exceeding two percent of total deposits.Lending Activities General.Lending products offered b
53、y the Bank include real estate loans,commercial loans,agriculture loans,consumer loans,and residential mortgage loans.The majority of the Companys loan portfolio is comprised of real estate loans,which include commercial real estate,residential construction,land development and other land loans.See
54、Footnote 4 Loans in the audited consolidated financial statements included under Item 15 of this report for balances in each of our lending categories as of December 31,2014 and 2013.The Bank originates loans primarily in its local markets.Loans to borrowers outside of Washington and Oregon total$85
55、.1 million,or 15.1%,of total loans at December 31,2014.Of this amount,$32.8 million,or 5.8%of total loans,are government guaranteed loans purchased in the secondary market that were not originated by us.Additionally,our loan portfolio includes$687,000 in loans purchased from and originated by other
56、financial institutions,representing 0.1%of total loans.Underwriting and Credit Administration.The Banks lending activities are guided by policies that are reviewed and approved annually by our board of directors.These policies address the types of loans,underwriting standards,structure and pricing c
57、onsiderations,and compliance with laws,regulations and internal lending limits.As part of our credit administration process,we routinely engage external loan specialists to perform asset quality reviews.These reviews consist of sampling loans to review individual borrower loan files for adherence to
58、 policy and underwriting standards,proper loan administration,and asset quality.In addition,the management executive committee and credit administration staff meet quarterly with loan personnel to review loan risk assessments on loans greater than$500,000 with an internal risk rating of watch or wor
59、se.See the subheading“Classification of Loans”in this section below.Our loan policy also establishes loan approval authorities for certain officers individually.Loan officer lending authority ranges from$5,000 to$500,000 on a Total Family Debt basis(“TFD”).Commercial Banking Team Leaders have approv
60、al authorities up to$1,000,000 TFD.Credit Risk Officers approve loans up to$3,500,000 TFD.The Chief Credit Officer approves loans up to$4,500,000 TFD.The Management Loan Committee(“MLC”)approves loans greater than$4,500,000 TFD.The MLC is chaired by the Chief Credit Officer.Other members include the
61、 banks two Credit Risk Officers,the Commercial Banking Manager and a Commercial Banking Team Leader.Additionally,loans with a risk rating of substandard or doubtful,with balances of$2,000,000 or more,must also be approved by the MLC.The Board Loan Committee(“BLC”)meets at least quarterly to review t
62、he allowance for loan losses,summary of loans reviewed by the MLC,loan policy exceptions,concentration reports,key credit metrics and any loan losses.The Banks legal lending limit was$17.0 million at December 31,2014,however it maintains an internal lending limit of$8.5 million.This represents the m
63、aximum lending limit to individual borrowers and related entities,exceptions from which are made judiciously.The Bank does not have significant loan concentrations to any individual customer,entity or group of related entities.The Banks underwriting policies focus on assessment of each borrowers abi
64、lity to service and repay the debt,and the availability of collateral to secure the loan.Depending on the nature of the borrower and the purpose and amount of the loan,the Banks loans may be secured by a variety of collateral,including real estate,business assets,and personal assets.The value of our
65、 collateral is subject to change.See the discussion under the subheading Lending ActivitiesClassification of Loans for additional information regarding our periodic evaluation of collateral values.Analysis of whether to make a loan to a particular borrower requires consideration of(1)the 4 borrowers
66、 character,(2)the borrowers financial condition as reflected in current financial statements,(3)the borrowers management capability,(4)the borrowers industry,and(5)the economic environment in which the loan will be repaid.Before closing a loan,the Banks loan documentation files will include financia
67、l statements of the borrower,guarantors,endorsers and co-makers.We seek income verification on loans other than homogenous non-real estate consumer loans.Tax returns are considered an excellent source of financial information.Applicable credit reports(Dunn&Bradstreet,Equifax or credit bureau reports
68、)are also required on all loans.Financial statements reviewed by third party accountants are required for commercial loans between$3 million and$5 million.Audited financial statements are required on commercial credits of$5 million or more.In addition,in instances where a borrower or guarantor maint
69、ains liquidity that is a material factor in loan approval,verification of that liquidity is sought.The Bank generally requires guarantor support on commercial real estate loans,commercial and industrial loans to entities,where applicable,and certain consumer loans.Loans to closely held corporations
70、will normally be guaranteed by the major stockholders.On occasion,we may choose to make exceptions to this policy for long-standing customers and others,which must be approved by credit administration.In addition,as a policy,loans that are to legal entities formed for the limited purpose of the busi
71、ness or project being financed require personal guarantees in support of the loan.Similarly,the Banks policy is not to engage in non-recourse financing on commercial and commercial real estate loans.Before extending credit to a business,the Bank looks closely at its evaluation of the borrowers manag
72、ement ability,financial history,including cash flow of the borrower and all guarantors(referred to as“global cash flow”in our industry),and the liquidation value of the collateral.The Companys loan portfolio does not include permanent residential mortgage loans originated as subprime loans,“Alt-A”lo
73、ans,or no documentation,interest only or option adjustable rate loans.Commercial Lending.The Banks commercial and agricultural loans consist primarily of secured revolving operating lines of credit,equipment financing,accounts receivable and inventory financing and business term loans,some of which
74、may be partially guaranteed by the Small Business Administration or the U.S.Department of Agriculture.The Companys credit policies determine advance rates against the different forms of collateral that can be pledged against commercial loans.Typically,the majority of loans will be limited to a perce
75、ntage of the underlying collateral values such as equipment,eligible accounts receivable and finished inventory.Individual advance rates may be higher or lower depending upon the financial strength of the borrower,quality of the collateral and/or term of the loan.Commercial Real Estate.The Bank orig
76、inates owner occupied and non-owner occupied commercial real estate and multifamily loans within its primary market areas.Underwriting standards require that commercial and multifamily real estate loans not exceed 65-80%of the lower of appraised value at origination or cost of the underlying collate
77、ral,depending upon specific property type.The cash flow coverage to debt servicing requirement is generally that annual cash flow be a minimum of between 1.25-1.35 times debt service for commercial real estate loans and 1.25 times debt service for multifamily loans.Cash flow coverage is calculated u
78、sing a market interest rate.Commercial real estate and multifamily loans typically involve a greater degree of risk than single-family residential mortgage loans.Payments on loans secured by multifamily and commercial real estate properties are dependent on successful operation and management of the
79、 properties and repayment of these loans is affected by adverse conditions in the real estate market or the economy.The Bank seeks to minimize these risks by scrutinizing the financial condition of the borrower,the quality and value of the collateral,and the management of the property securing the l
80、oan.In addition,the Bank reviews the commercial real estate loan portfolio annually to evaluate the performance of individual loans greater than$500,000 and for potential changes in interest rates,occupancy,and collateral values.Non-owner occupied commercial real estate loans are loans in which less
81、 than 50%of the property is occupied by the owner and include loans such as apartment complexes,hotels and motels,retail centers and mini-storage facilities.Repayment of non-owner occupied commercial real estate loans is dependent upon the lease or resale of the subject property.Loan amortizations r
82、ange from 10 to 30 years,although terms typically do not exceed 10 years.Interest rates can be either floating or fixed.Floating rates are typically indexed to the prime rate or Federal Home Loan Bank advance rates plus a defined margin.Fixed rates are generally set for periods of three to five year
83、s with either a rate reset provision or a payment due at maturity.Prepayment penalties are often sought on term commercial real estate loans.The penalties are designed to protect the Bank from refinancing of the loan during the early years of the transaction.Construction Loans.The Bank originates si
84、ngle-family residential construction loans for custom homes where the home buyer is the borrower.It has also provided financing to builders for the construction of pre-sold homes and,in selected cases,to builders for the construction of speculative residential property.The Bank endeavors to limit co
85、nstruction lending risks through adherence to specific underwriting guidelines and procedures.Repayment of construction loans is dependent upon the sale of individual homes to consumers or in some cases to other developers.Construction loans are generally short-term in nature and most loans mature i
86、n one to three years.Interest rates are usually floating and fully indexed to a short-term rate index.The Banks credit policies address maximum loan to value,cash equity requirements,inspection requirements,and overall credit strength.Single-Family Residential Real Estate Lending.The majority of our
87、 one-to-four family residential loans are secured by single-family residences located in our primary market areas.Single-family portfolio loans are generally owner-occupied and our underwriting standards require that loan amounts not exceed 80%of the lower of appraised value at origination or cost o
88、f the underlying collateral.Terms typically range from 15 to 30 years.Repayment of these loans comes from the borrowers personal cash flows and liquidity,and 5 collateral values are a function of residential real estate values in the markets we serve.These loans include primary residences,second hom
89、es,rental homes and home equity loans and home equity lines of credit.Origination and Sales of Residential Mortgage Loans.The Bank also originates mortgage loans for sale into the secondary market.Commitments to sell mortgage loans are generally made during the period between the loan application an
90、d the closing of the mortgage loan.Most of these sale commitments are made on a“best efforts”basis whereby the Bank is only obligated to sell the mortgage if the mortgage loan is approved and closed.As a result,management believes that market risk is minimal.When we sell mortgage loans,we sell the r
91、ights to service the loans as well(i.e.,collection of principal and interest payments).Mortgage loans originated for sale are underwritten in accordance with standards of the loan purchaser,as a result,underwriting standards vary.Consumer.Consumer loans and other loans represent a small percentage o
92、f total outstanding loans and include new and used auto loans,boat loans,and personal lines of credit.Classification of Loans.Federal regulations require that the Bank periodically evaluate the risks inherent in its loan portfolios.In addition,the Washington Division and the FDIC have authority to i
93、dentify classified or problem loans and,if appropriate,require them to be reclassified.There are three classifications for classified loans:Substandard,Doubtful,and Loss.Substandard loans have one or more defined weaknesses and are characterized by the distinct possibility that some loss will be sus
94、tained if the deficiencies are not corrected.Doubtful loans have the weaknesses of loans classified as Substandard,with additional characteristics that suggest the weaknesses make collection or recovery in full after liquidation of collateral questionable on the basis of currently existing facts,con
95、ditions,and values.There is a high possibility of loss in loans classified as Doubtful.A loan classified as Loss is considered uncollectible and of such little value that continued classification of the credit as a loan is not warranted.If a loan or a portion thereof is classified as Loss,it must be
96、 charged-off,meaning the amount of the loss is charged against the allowance for loan losses,thereby reducing that reserve.The Bank also classifies loans as Pass or Other Loans Especially Mentioned(“OLEM”).Pass grade loans include a range of loans from very high credit quality to acceptable credit q
97、uality.These borrowers generally have strong to acceptable capital levels and consistent earnings and debt service capacity;however within the Pass classification certain loans are Watch rated because they have elements of risk that require more monitoring than other performing loans.Some loans with
98、in the Pass category are to borrowers who are experiencing unusual operating difficulties,but have acceptable payment performance to date.Overall,loans with a Pass grade show no immediate loss exposure.Loans classified as OLEM are assets that continue to perform but have shown deterioration in credi
99、t quality and require closer monitoring.On an ongoing basis,the Bank reviews borrower financial results,collateral values,and compliance with payment terms and covenant requirements in order to identify problems in loan relationships.When management believes that the collection of all or a portion o
100、f principal and interest is no longer probable,the loan is placed on“non-accrual”status,accrual of interest is suspended,previously accrued interest is reversed,and interest payments are applied to principal until the Company determines that all remaining principal and interest can be recovered.This
101、 may occur at any time regardless of delinquency,however it is the policy of the Bank that a loan past due 90 days or more and not in the process of collection be placed on non-accrual status.Interest income is subsequently recognized only to the extent that cash payments are received until,in manag
102、ements judgment,the borrower has the ability to make contractual interest and principal payments,in which case the loan is returned to accrual status.When all or a portion of the contractual cash flows are not expected to be collected,the loan is considered impaired.Impairment is measured on a loan
103、by loan basis for commercial,construction and real estate loans by either the present value of the expected future cash flows discounted at the loans effective interest rate,or the fair value of the collateral less estimated selling costs if the loan is collateral dependent.The Company estimates and
104、 records impairment based on the estimated net realizable value of the collateral on collateral dependent loans.Large groups of small balance homogeneous loans are collectively evaluated for impairment.The Company does not make additional loans to a borrower or any related interest of the borrower w
105、hen a loan is past due in principal or interest more than 90 days.The Company reviews the net realizable values of the underlying collateral for collateral dependent impaired loans on at least a quarterly basis.To determine the collateral value,management utilizes independent appraisals and internal
106、 evaluations.These valuations are reviewed to determine whether an additional discount should be applied given the age of market information or other factors such as costs to carry and sell an asset.Currently it is our practice to obtain new appraisals on non-performing collateral dependent loans an
107、d/or other real estate owned(“OREO”)semi-annually for land and every nine months on improved property.Based upon the appraisal,the Company will,if an appraisal suggests a reduced value,adjust the recorded loan balance to the lower of cost or market value(less costs to sell)and record a charge-off to
108、 the allowance for loan losses or designate a specific reserve within the allowance per accounting principles generally accepted in the United States.Generally,the Company will record the charge-off rather than designate a specific reserve.OREO.OREO is property acquired in satisfaction of debts prev
109、iously contracted.It is recorded at the estimated fair value(less costs to sell)at the date of acquisition and any resulting write-down is charged to the allowance for loan losses.Subsequent write-downs based upon re-evaluation of the property are charged to non-interest expense.Upon acquisition of
110、a particular property,all costs incurred in maintaining the property are expensed.Costs relating to the development and improvement of the property,however,are capitalized to the extent they do not result in the recorded amount exceeding the propertys net realizable value.Troubled Debt Restructures.
111、A modification of a loan constitutes a troubled debt restructuring(“TDR”)when a borrower is experiencing financial difficulty and the modification constitutes a concession.There are various types of concessions when modifying a loan,however,forgiveness of principal is rarely granted by the Company.C
112、ommercial and industrial loans modified in a TDR may involve 6 term extensions,below market interest rates and/or interest-only payments wherein the delay in the repayment of principal is determined to be significant when all elements of the loan and circumstances are considered.Additional collatera
113、l,a co-borrower,or a guarantor is often required.Commercial mortgage and construction loans modified in a TDR often involve reducing the interest rate for the remaining term of the loan,extending the maturity date at an interest rate lower than the current market rate for new debt with similar risk,
114、or substituting or adding a new borrower or guarantor.Construction loans modified in a TDR may also involve extending the interest-only payment period for the loan.Residential mortgage loans modified in a TDR are primarily comprised of loans where monthly payments are lowered to accommodate the borr
115、owers financial needs.Land loans are typically structured as interest-only monthly payments with a balloon payment due at maturity.Land loans modified in a TDR typically involve extending the balloon payment by one to three years,and providing an interest rate concession.Home equity modifications ar
116、e made infrequently and are uniquely designed to meet the specific needs of each borrower.TDRs are considered impaired and are reported as impaired loans.Additionally,loans modified in a TDR are typically already on non-accrual status and partial charge-offs have in some cases already been taken aga
117、inst the outstanding loan balance.An allowance for impaired loans that have been modified in a TDR is measured based on the present value of expected future cash flows discounted at the loans effective interest rate,the loans observable market price,or the estimated fair value of the collateral,less
118、 any selling costs,if the loan is collateral dependent.See Note 4 “Loans”in the audited consolidated financial statements included under Item 15 of this report for more information on TDRs as of December 31,2014 and 2013.PFC Statutory Trusts I and II PFC Statutory Trust I and II are wholly owned sub
119、sidiary trusts of the Company formed to facilitate the issuance of trust preferred securities(“TruPS”).The trusts were organized in December 2005 and June 2006 in connection with two offerings of trust preferred securities.For more information regarding the Companys issuance of trust preferred secur
120、ities,see Note 10 Junior Subordinated Debentures to the audited consolidated financial statements included under Item 15 of this report.Competition Competition in the banking industry is significant.Banks face a number of competitors with respect to providing banking services and attracting deposits
121、.Competition comes from both bank and non-bank sources and from both large national,regional and smaller local institutions.The Bank competes in Grays Harbor County with well-established thrifts which are headquartered in the area along with branches of large banks with headquarters outside the area
122、.The Bank also competes with well-established small community banks,branches of large banks,thrifts and credit unions in Pacific and Wahkiakum Counties in the state of Washington and Clatsop County in the state of Oregon.In Whatcom,Clark,Thurston and Skagit Counties,Washington,and Salem,Oregon the B
123、ank also competes with large regional and super-regional financial institutions that do not have a significant presence in the Companys historical market areas.The Company believes Whatcom,Clark and Thurston Counties,in Washington and the Salem,Oregon area provides opportunities for expansion,but in
124、 pursuing that expansion,it faces greater competitive challenges than it faces in its historical market areas.Large financial conglomerates frequently offer multiple financial services,including deposit services,brokerage and others and when combined with technological developments such as the Inter
125、net that have reduced barriers to entry faced by companies physically located outside the Companys market areas,have resulted in increased competition.There has been significant consolidation trends among financial institutions over the last few years,and the trends may continue.While,there may be o
126、pportunities for Pacific to acquire customers,personnel,and perhaps assets or even branches,the ability to do so will depend on Pacifics financial condition,as well as on its ability to compete successfully with other financial institutions when opportunities arise.Many competitive institutions have
127、 greater resources and better access to capital markets than we do,which may make it difficult for us to compete successfully for growth opportunities.The Company has been able to maintain a competitive advantage in its historical markets as a result of its status as a local institution,offering pro
128、ducts and services tailored to the needs of the community.Further,because of the extensive experience of management in its market area and the business contacts of management and the Companys directors,management believes the Company can continue to compete effectively.According to the Market Share
129、Report compiled by the FDIC,as of June 30,2014,the Company held a deposit market share of 40.8%in Pacific County,66.4%in Wahkiakum County,28.6%in Grays Harbor County,4.6%in Whatcom County,1.3%in Skagit County and 7.0%in Clatsop County(Oregon).Employees As of December 31,2014,the Bank employed 234 fu
130、ll time equivalent employees.We place a high priority on staff development.New employees are selected based upon their technical skills and customer service capabilities.None of our employees are covered by a collective bargaining agreement.We offer a variety of employee benefits and management beli
131、eves relations with its employees are good.7 Supervision and Regulation The following is a general description of certain significant statutes and regulations affecting the banking industry.The laws and regulations applicable to the Company and its subsidiaries are primarily intended to protect depo
132、sitors and borrowers of the Bank and not stockholders of the Company.Various proposals to change the laws and regulations governing the banking industry are pending in Congress,in state legislatures and before the various bank regulatory agencies and new or amended proposals are expected.In the curr
133、ent economic climate and regulatory environment,the likelihood of enactment of new banking legislation and promulgation of new banking regulations is significantly greater than it has been in recent years.The potential impact of new laws and regulations on the Company and its subsidiaries cannot be
134、determined,but any such laws and regulations may materially affect the business and prospects of the Company and its subsidiaries.Violation of the laws and regulations applicable to the Company and its subsidiaries may result in assessment of substantial civil monetary penalties,the imposition of a
135、cease and desist or similar order,and other regulatory sanctions,as well as private litigation.The Company General As a bank holding company,the Company is subject to the Bank Holding Company Act of 1956,as amended(BHCA),which places the Company under the primary supervision of the Board of Governor
136、s of the Federal Reserve System(the“Federal Reserve”).The Company must file annual reports with the Federal Reserve and must provide it with such additional information as it may require.In addition,the Federal Reserve periodically examines the Company and the Bank.Bank Holding Company Regulation Ge
137、neral.The BHCA restricts the direct and indirect activities of the Company to banking,managing or controlling banks and other subsidiaries authorized under the BHCA,and activities that are closely related to banking or managing or controlling banks.The Company must obtain approval of the Federal Res
138、erve before it:(1)acquires direct or indirect ownership or control of any voting shares of any bank or bank holding company that results in total ownership or control,directly or indirectly,of more than 5%of the outstanding shares of any class of voting securities of such bank or bank holding compan
139、y;(2)merges or consolidates with another bank holding company;or(3)acquires substantially all of the assets of another bank or bank holding company.In acting on applications for such prior approval,the Federal Reserve considers various factors,including,without limitation,the effect of the proposed
140、transaction on competition in relevant geographic and product markets,and each transaction partys financial condition,managerial resources,and the convenience and needs of the communities to be served,including the performance record under the Community Reinvestment Act.Source of Strength.Under Fede
141、ral Reserve policy,the Company must act as a source of financial and managerial strength to the Bank.This means that the Company is required to commit,as necessary,resources to support the Bank,and that under certain conditions,the Federal Reserve may conclude that certain actions of Company,such as
142、 payment of cash dividends,would constitute unsafe and unsound banking practices.Dodd-Frank Act.In addition,under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010(the“Dodd-Frank Act”),the FDIC has back-up enforcement authority over a depository institution holding company,such a
143、s the Company,if the conduct or threatened conduct of a holding company poses a risk to the Deposit Insurance Fund,subject to certain limitations.Effects of Government Monetary Policy Banking is a business which depends on interest rate differentials.In general,the major portions of a banks earnings
144、 derives from the differences between:(i)interest received by a bank on loans extended to its customers and the yield on securities held in its investment portfolio;and(ii)the interest paid by a bank on its deposits and its other borrowings(the banks cost of funds).Thus,our earnings and growth are c
145、onstantly subject to the influence of economic conditions generally,both domestic and foreign,and also to the monetary,fiscal and related policies of the United States and its agencies,particularly the Federal Reserve and the U.S.Treasury.The nature and timing of changes in such policies and their i
146、mpact cannot be predicted.The Bank General The Bank,as an FDIC insured state-chartered bank,is subject to regulation and examination by the FDIC and the Washington Division.The federal laws that apply to the Bank regulate,among other things,the scope of its business activities,its investments,its re
147、serves against deposits,the timing of the availability of deposited funds and the nature and amount of and collateral for loans.8 CRA.The Community Reinvestment Act(the CRA)requires that the FDIC evaluate the Banks record in meeting the credit needs of its local community,including low and moderate
148、income neighborhoods,consistent with the safe and sound operation of those banks.These factors are also considered in evaluating mergers,acquisitions,and applications to open a branch or facility.In connection with the FDICs assessment of the record of financial institutions under the CRA,it assigns
149、 a rating of either,outstanding,satisfactory,needs to improve,or substantial noncompliance following an examination.The Bank received a CRA rating of satisfactory during its most recent examination.Insider Credit Transactions.Banks are also subject to certain restrictions imposed by the Federal Rese
150、rve Act on extensions of credit to executive officers,directors,principal shareholders,or any related interests of such persons.Extensions of credit(i)must be made on substantially the same terms,including interest rates and collateral,and follow credit underwriting procedures that are not less stri
151、ngent than those prevailing at the time for comparable transactions with persons not covered above and who are not employees and(ii)must not involve more than the normal risk of repayment or present other unfavorable features.Banks are also subject to certain lending limits and restrictions on overd
152、rafts to such persons.FDICIA.Under the Federal Deposit Insurance Corporation Improvement Act of 1991(FDICIA),each federal banking agency has prescribed,by regulation,noncapital safety and soundness standards for institutions under its authority.These standards cover internal controls,information sys
153、tems,and internal audit systems,loan documentation,credit underwriting,interest rate exposure,asset growth,compensation,fees and benefits,such other operational and managerial standards as the agency determines to be appropriate,and standards for asset quality,earnings and stock valuation.An institu
154、tion which fails to meet these standards must develop a plan acceptable to the agency,specifying the steps that the institution will take to meet the standards.Failure to submit or implement such a plan may subject the institution to regulatory sanctions.Management believes that the Bank meets all s
155、uch standards and,therefore,does not believe that these regulatory standards will materially affect the Companys business or operations.Safety and Soundness Standards.The federal banking agencies have adopted guidelines that establish operational and managerial standards to promote the safety and so
156、undness of federally insured depository institutions.The guidelines set forth standards for internal controls,information systems,internal audit systems,loan documentation,credit underwriting,interest rate exposure,asset growth,compensation,fees and benefits,asset quality and earnings.In general,the
157、 safety and soundness guidelines prescribe the goals to be achieved in each area,and each institution is responsible for establishing its own procedures to achieve those goals.If an institution fails to comply with any of the standards set forth in the guidelines,the institutions primary federal reg
158、ulator may require the institution to submit a plan for achieving and maintaining compliance.If an institution fails to submit an acceptable compliance plan,or fails in any material respect to implement a compliance plan that has been accepted by its primary federal regulator,the regulator is requir
159、ed to issue an order directing the institution to cure the deficiency.Until the deficiency cited in the regulators order is cured,the regulator may restrict the institutions rate of growth,require the institution to increase its capital,restrict the rates the institution pays on deposits or require
160、the institution to take any action the regulator deems appropriate under the circumstances.Noncompliance with the standards established by the safety and soundness guidelines may also constitute grounds for other enforcement action by the federal banking regulators,including cease and desist orders
161、and civil money penalty assessments.Management of the Bank is not aware of any conditions relating to these safety and soundness standards which would require submission of a plan of compliance.Dodd-Frank Act On July 21,2010,the Dodd-Frank Act was signed into law and implements far-reaching changes
162、across the financial regulatory landscape,including provisions that,among other things,will:?Centralize responsibility for consumer financial protection by creating a new agency within the Federal Reserve,the Bureau of Consumer Financial Protection,with broad rule making,supervision and enforcement
163、authority for a wide range of consumer protection laws that would apply to all banks and thrifts.Smaller financial institutions,including the Bank,will be subject to the supervision and enforcement of their primary federal banking regulator with respect to the federal consumer financial protection l
164、aws.?Require the federal banking regulators to promulgate new capital regulations and seek to make their capital requirements countercyclical,so that capital requirements increase in times of economic expansion and decrease in times of economic contraction.?Provide for new disclosures and other requ
165、irements relating to executive compensation and corporate governance.?Change the assessment base for federal deposit insurance from deposits to average total assets minus tangible equity.Many aspects of the Dodd-Frank Act are subject to ongoing rule-making.These rules are expected to increase regula
166、tion of the financial services industry and impose restrictions on the ability of firms within the industry to conduct business consistent with historical practices.These rules will,as examples,impact the ability of financial institutions to charge certain banking and other fees,allow interest to be
167、 paid on demand deposits,impose new restrictions on lending practices and require depository institution holding companies to maintain capital 9 levels at levels not less than the levels required for insured depository institutions.Compliance with such legislation or regulation may,among other effec
168、ts,significantly increase our costs,limit our product offerings and operating flexibility,decrease our revenue opportunities,require significant adjustments in our internal business processes,and possibly require us to maintain our regulatory capital at levels above historical levels.Jumpstart Our B
169、usiness Startups(“JOBS”)Act On April 5,2012,the JOBS Act was signed into law.Among other things,the JOBS act contains provisions that reduce certain reporting requirements for qualifying public companies.The JOBS Act also allows banks and bank holding companies to terminate the registration of a cla
170、ss of securities under Section 12(g)and Section 12(b)of the Exchange Act if such class is held of record by less than 1,200 persons,an increase from the prior 300 person threshold.The Company expects to file a Form 15 to terminate the registration of its common stock under the Exchange Act in April
171、2015,utilizing the increased thresholds under the JOBS Act.The Volcker Rule On December 10,2013,the federal banking agencies jointly issued a final rule implementing the so-called“Volcker Rule”(set forth in Section 619 of the Dodd-Frank Act).The Volcker Rule prohibits depository institutions,compani
172、es that control such institutions,bank holding companies,and the affiliates and subsidiaries of such banking entities,from engaging as principal for the trading account of the banking entity in any purchase or sale of one or more covered financial instruments(so-called“proprietary trading”)and impos
173、es limitations upon retaining ownership interests in,sponsoring,investing in and transacting with certain investment funds,including hedge funds and private equity funds.Certain activities involving underwriting,risk mitigation hedging,and transactions on behalf of customers as a fiduciary or riskle
174、ss principal are not prohibited proprietary trading,including purchases and sales of financial instruments which are either obligations of or issued or guaranteed by(i)the United States or agencies thereof;(ii)a State or political subdivision including municipal securities;or(iii)the FDIC.Notwithsta
175、nding these permissible activities,no such activities are permitted if they would(i)involve or result in a material conflict of interest between the banking entity and its clients,customers,or counterparties;(ii)result,directly or indirectly,in a material exposure by the banking entity to a high-ris
176、k asset or a high-risk trading strategy;or(iii)pose a threat to the safety and soundness of the banking entity or to the financial stability of the United States.The effective date of the final rule has been extended to July 21,2016.Neither the Company nor the Bank engages in activities prohibited b
177、y the Volcker Rule and does not expect the Volcker Rule to have a material impact upon the Company or the Bank.Deposit Insurance The deposits of the Bank are insured to a maximum of$250,000 per depositor through the Deposit Insurance Fund administered by the FDIC.All insured banks are required to pa
178、y semi-annual deposit insurance premium assessments to the FDIC.A banks assessment is calculated by multiplying its assessment rate(see below)by its assessment base.A banks assessment base is its average consolidated total assets minus its average tangible equity.The FDIC currently assesses deposit
179、insurance premiums on each FDIC-insured institution quarterly based on annualized rates for one of four risk categories applied to its deposits,subject to certain adjustments.Each institution is assigned to one of four risk categories based on its capital,supervisory ratings and other factors.Well c
180、apitalized institutions that are financially sound with only a few minor weaknesses are assigned to Risk Category I.Risk Categories II,III and IV present progressively greater perceived risks to the DIF.Under FDICs current risk-based assessment rules for institutions with less than$10 billion in ass
181、ets,the initial base assessment rates prior to adjustments range from 5 to 9 basis points for Risk Category I,14 basis points for Risk Category II,23 basis points for Risk Category III,and 35 basis points for Risk Category IV.Initial base assessment rates are subject to adjustments based on an insti
182、tutions unsecured debt and brokered deposits,such that the total base assessment rates after adjustments range from 2.5 to 9 basis points for Risk Category I,9 to 24 basis points for Risk Category II,18 to 33 basis points for Risk Category III,and 30 to 45 basis points for Risk Category IV.The FDICs
183、 regulations include authority to increase or decrease total base assessment rates in the future by as much as three basis points without a formal rulemaking proceeding.The FDIC may make special assessments on insured depository institutions in amounts determined by the FDIC to be necessary to give
184、it adequate assessment income to repay amounts borrowed from the U.S.Treasury and other sources,or for any other purpose the FDIC deems necessary.Dividends Dividends from the Bank constitute the major source of liquidity for the Company,from which the Company may cover its expenses,pay interest on i
185、ts obligations,including its debentures issued in connection with trust preferred securities,and declare and pay dividends to 10 shareholders.The amount of dividends payable by the Bank to the Company depends on the Banks earnings and capital position,and is limited by federal and state laws,regulat
186、ions and policies.Electronic Funds Transfer Act.The electronic Funds Transfer Act(the“EFTA”)provides a basic framework for establishing the rights,liabilities,and responsibilities of participants in electronic funds transfer(EFT)systems.The EFTA is implemented by the Federal Reserves Regulation E wh
187、ich governs transfers initiated through ATMs,point-of-sale terminals,payroll cards,automated clearinghouse(ACH)transactions,telephone bill-payment plans,or remote banking services.Regulation E was amended to require bank customers in 2010 to opt in(affirmatively consent)to participation in overdraft
188、 service programs for ATM and one-time debit card transactions before overdraft fees may be assessed on the customers account and provides an ongoing right to revoke consent to participation.For customers who do not affirmatively consent to overdraft service for ATM and one-time debit card transacti
189、ons,a bank must provide those customers with the same account terms,conditions,and features that it provides to consumers who do affirmatively consent,except for the overdraft service.Real Estate Concentration Guidance Banks are subject to real estate concentration guidelines issued by federal banki
190、ng agencies regarding sound risk management practices for concentrations in commercial real estate lending.The particular focus is on exposure to commercial real estate loans that are dependent on the cash flow from the real estate held as collateral and that are likely to be sensitive to conditions
191、 in the commercial real estate market(as opposed to real estate collateral held as a secondary source of repayment or as an abundance of caution).The purpose of the guidance is not to limit a banks commercial real estate lending but to guide banks in developing risk management practices and capital
192、levels commensurate with the level and nature of real estate concentrations.Real estate concentration guidelines are as follows:?Total reported loans for construction,land development and other land representing 100%or more of the banks capital;or?Total commercial real estate loans representing 300%
193、or more of the banks total capital.The strength of an institutions lending and risk management practices with respect to such concentrations will be taken into account in supervisory evaluation of capital adequacy.At December 31,2014 and 2013,the Bank was in compliance with the guidelines described
194、above.Capital Adequacy Federal bank regulatory agencies use capital adequacy guidelines in the examination and regulation of bank holding companies and banks.If capital falls below minimum levels,the bank holding company or bank may be denied approval to acquire or establish additional banks or non-
195、bank businesses or to open new facilities.The FDIC and Federal Reserve use risk-based capital guidelines for banks and bank holding companies.Risk-based guidelines are designed to make capital requirements more sensitive to differences in risk profiles among banks and bank holding companies,to accou
196、nt for off-balance sheet exposure and to minimize disincentives for holding liquid low-risk assets.Assets and off-balance sheet items are assigned to broad risk categories,each with appropriate weights.The resulting capital ratios represent capital as a percentage of total risk-weighted assets and o
197、ff-balance sheet items.The guidelines are minimums and the FDIC or the Federal Reserve may require that a holding company or bank,as applicable,maintain ratios in excess of the minimums,particularly organizations contemplating significant expansion.Current guidelines require all bank holding compani
198、es and federally-regulated banks to maintain a minimum total risk-based capital ratio equal to 8%,of which at least 4%must be Tier I capital.Tier I capital for bank holding companies includes common shareholders equity,certain qualifying preferred stock and minority interests in equity accounts of c
199、onsolidated subsidiaries,minus certain deductions,including,without limitation,goodwill,other identifiable intangible assets,and certain deferred tax assets.The FDIC or the Federal Reserve also employ a leverage ratio,calculated as Tier I capital as a percentage of total assets minus certain deducti
200、ons,including,without limitation,goodwill,mortgage servicing assets,other identifiable intangible assets,and certain deferred tax assets,to be used as a supplement to risk-based guidelines.The principal objective of the leverage ratio is to constrain the maximum degree to which a bank holding compan
201、y may leverage its equity capital base.The Company must maintain a minimum leverage ratio of 4.0%.The Bank must maintain a minimum leverage ratio of 5.0%in order to meet the regulatory definition of“Well Capitalized”.Under regulations adopted by the Federal Reserve and the FDIC,each bank holding com
202、pany and bank is assigned to one of five capital categories depending on,among other things,its total risk-based capital ratio,Tier I risk-based capital ratio,and leverage ratio,together with certain subjective factors.Institutions which are deemed to be undercapitalized depending on the category to
203、 which they are assigned are subject to certain mandatory supervisory corrective actions.Under these guidelines,the Company and the Bank are each considered well capitalized as of the end of the fiscal year.Effective January 1,2015(with some changes generally transitioned into full effectiveness ove
204、r two to four years),the Bank will be subject to new capital requirements adopted by the FDIC in order to implement the“Basel III”regulatory capital reforms released by the 11 Basel Committee on Banking Supervision.These new requirements create a new required ratio for common equity Tier 1(“CET1”)ca
205、pital,increases the leverage and Tier 1 capital ratios,changes the risk-weights of certain assets for purposes of the risk-based capital ratios,creates an additional capital conservation buffer over the required capital ratios and changes what qualifies as capital for purposes of meeting these vario
206、us capital requirements.Beginning in 2016,failure to maintain the required capital conservation buffer will limit the ability of the Bank to pay dividends,repurchase shares or pay discretionary bonuses.When these new requirements to be considered well-capitalized become effective in 2015,the Banks l
207、everage ratio of 4%of adjusted total assets and total capital ratio of 8%of risk-weighted assets will remain the same;however,the Tier 1 capital ratio requirement will increase from 4.0%to 6.0%of risk-weighted assets.In addition,the Bank will have to meet the new CET1 capital ratio of 4.5%of risk-we
208、ighted assets,with CET1 consisting of qualifying Tier 1 capital less all capital components that are not considered common equity.For all of these capital requirements,there are a number of changes in what constitutes regulatory capital,some of which are subject to a two-year transition period.These
209、 changes include the phasing-out of certain instruments as qualifying capital.The Bank does not have any of these instruments.Under the new requirements for total capital,Tier 2 capital is no longer limited to the amount of Tier 1 capital included in total capital.Mortgage servicing rights,certain d
210、eferred tax assets and investments in unconsolidated subsidiaries over designated percentages of common stock will be deducted from capital,subject to a two-year transition period.In addition,Tier 1 capital will include accumulated other comprehensive income(loss),which includes all unrealized gains
211、 and losses on available for sale debt and equity securities,subject to a two-year transition period.Because of its asset size,the Bank has the one-time option of deciding in the first quarter of 2015 whether to permanently opt-out of the inclusion of accumulated other comprehensive income(loss)in i
212、ts capital calculations.The Bank has elected to opt-out of the inclusion of accumulated other comprehensive income(loss)in its capital calculations to reduce the impact of market volatility on its regulatory capital levels.The new requirements also include changes in the risk-weights of assets to be
213、tter reflect credit risk and other risk exposures.These include a 150%risk weight(up from 100%)for certain high volatility commercial real estate acquisition,development and construction loans and for non-residential mortgage loans that are 90 days past due or otherwise on non-accrual status;a 20%(u
214、p from 0%)credit conversion factor for the unused portion of a commitment with an original maturity of one year or less that is not unconditionally cancellable(currently set at 0%);a 250%risk weight(up from 100%)for mortgage servicing rights and deferred tax assets that are not deducted from capital
215、;and increased risk-weights(0%to 600%)for equity exposures.In addition to the minimum CET1,Tier 1 and total capital ratios,the Bank will have to maintain a capital conservation buffer.This buffer consists of additional CET1 capital equal to 2.5%of risk-weighted assets above the required minimum leve
216、ls in order to avoid limitations on paying dividends,engaging in share repurchases,and paying discretionary bonuses based on percentages of eligible retained income that could be utilized for such actions.This new capital conservation buffer requirement will be phased in beginning in January 2016 at
217、 0.625%of risk-weighted assets and increasing each year until fully implemented at 2.5%in January 2019.On November 18,2014,the FDIC adopted the Assessments Final Rule which revises the FDICs risk-based deposit insurance assessment system to reflect changes in the regulatory capital rules that are ef
218、fective commencing January 1,2015.For smaller financial institutions(with total assets less than$1 billion and which are not custodial banks),the Final Rule revises and conforms capital ratios and ratio thresholds to the new prompt corrective action capital ratios and ratio thresholds for“well capit
219、alized”and“adequately capitalized”evaluations which were adopted by the federal banking agencies as part of the Basel III capital regulations.Consequently,effective January 1,2015,the prompt corrective action regulations are amended to the extent described above.Under the new standards,in order to b
220、e considered well-capitalized,the Bank would be required to have a CET1 ratio of 6.5%(new),a Tier 1 ratio of 8%(increased from 6%),a total capital ratio of 10%(unchanged)and a leverage ratio of 5%(unchanged).A pro forma analysis of the application of these new capital requirements as of December 31,
221、2014 has been conducted on the Company and Bank.We have determined that the Company and Bank meet all new requirements,including the fully phased-in capital conservation buffer requirement,and would remain well-capitalized even if these new requirements had been in effect on that date.The applicatio
222、n of these stringent capital requirements could,among other things,result in lower returns on invested capital,over time require the raising of additional capital,and result in regulatory actions if we were to be unable to comply with such requirements.Implementation of changes to asset risk weighti
223、ngs for risk based capital calculations,items included or deducted in calculating regulatory capital and/or additional capital conservation buffers could result in management modifying its business strategy and could limit our ability to make distributions,including paying out dividends or repurchas
224、ing shares.Furthermore,the imposition of liquidity requirements in connection with the implementation of Basel III could result in our having to lengthen the term of our funding,restructure our business models,and/or increase our holdings of liquid assets.Any additional changes in our regulation and
225、 oversight,in the form of new laws,rules and regulations could make compliance more difficult or expensive or otherwise materially adversely affect our business,financial condition or prospects.12 ITEM 1A.Risk Factors The following are material risks that management believes are specific to our busi
226、ness.This should not be viewed as an all-inclusive list or in any particular order.Weak economic conditions in the market areas we serve may adversely impact our earnings and could increase the credit risk associated with our loan portfolio.Substantially all of our loans are to businesses and indivi
227、duals in the states of Washington and Oregon.A decline in the economies of our local market areas could have a material adverse effect on our business,financial condition,results of operations and prospects.Although conditions have improved,any economic deterioration that affects household and or bu
228、siness incomes in the markets in which we do business could have one or more of the following adverse effects on our business:?An increase in loan delinquencies,problem assets and foreclosures;?A decrease in the demand for loans and other fee-based products and services;?An increase or decrease in t
229、he usage of unfunded commitments;or?A decrease in the value of loan collateral,especially real estate,which in turn may reduce a customers borrowing power and significantly increase our exposure to particular loans.A large percentage of our loan portfolio is secured by real estate,in particular comm
230、ercial real estate,and as a result,we are susceptible to deterioration in the real estate market in our local areas.If this were to occur,it would lead to increased delinquencies and related losses in our loan portfolio,which could have a material adverse effect on our business,financial condition a
231、nd results of operations.Our current business strategy is heavily focused on commercial real estate lending,which is already a significant portion of our loans.This type of lending activity is generally more sensitive to regional and local economic conditions,making loss levels more difficult to pre
232、dict.Collateral evaluation and financial statement analysis in these types of loans requires a more detailed analysis at the time of loan underwriting and on an ongoing basis.A downturn in the real estate market,could increase loan delinquencies,defaults and foreclosures,and significantly impair the
233、 value of our collateral and our ability to sell the collateral upon any foreclosure.Commercial real estate loans also typically involve higher principal amounts than other types of loans,and repayment is dependent upon income generated,or expected to be generated,by the property securing the loan,w
234、hich may be adversely affected by changes in the economy or local market conditions.Commercial real estate loans expose a lender to greater credit risk than loans secured by residential real estate because the collateral securing these loans typically cannot be sold as easily as residential real est
235、ate.In addition,many of our commercial real estate loans are not fully amortizing and may require balloon payments upon maturity.Such balloon payments may force the borrower to either sell or refinance the underlying property in order to make the payment,which may increase the risk of default.A seco
236、ndary market for most types of commercial real estate loans is not readily liquid,so we have less opportunity to mitigate credit risk by selling part or all of our interest in these loans.As a result of these characteristics,if we foreclose on a commercial real estate loan,our holding period of the
237、collateral typically is longer than for residential mortgage loans.Accordingly,charge-offs on commercial real estate loans may be larger as a percentage of the total principal outstanding than those incurred with our residential or consumer loan portfolios.Future credit losses may exceed our allowan
238、ce for loan losses.We are subject to credit risk,which is the risk of losing principal or interest due to borrowers failure to repay loans in accordance with their terms.A continued or sustained downturn in the economy or the real estate market in our market areas or a rapid change in interest rates
239、 would have a negative effect on borrowers ability to repay loans and on collateral values.This deterioration could result in losses to the Company in excess of the allowance for loan losses.To the extent loans are not paid timely by borrowers,the loans are placed on non-accrual status,thereby reduc
240、ing interest income or even requiring reversals of previously recorded income.To the extent loan charge-offs exceed our financial models,increased amounts will be charged to the provision for credit losses,which would further reduce income.We may be required to increase our provision for credit loss
241、es and charge-off additional loans in the future,which could adversely affect our financial condition and results of operations.For the year ended December 31,2014,we recorded a provision for(recapture of)credit losses of$300,000,compared to($450,000)for the year ended December 31,2013.Whether or no
242、t we determine to record a provision in a particular period has a significant effect on our earnings.We recorded net loan charge-offs of$306,000 for the year ended December 31,2014,compared to$549,000 for the year ended December 31,2013.Past due loans represented 1.3%and 1.4%of total loans outstandi
243、ng at December 31,2014 and 2013,respectively.13 While current economic conditions have improved modestly,we may experience increased delinquencies and credit losses if these improvements falter,resulting in additional provision for credit losses and charge offs and a possible material adverse effect
244、 on our financial condition and results of operations.Further,our portfolio contains construction and land loans and commercial and commercial real estate loans,all of which have a higher risk of loss than residential real estate loans.See Business Overview in Part II,Item 7 of this report for furth
245、er discussion.We hold and acquire other real estate owned properties as part of our business,which can lead to increased operating expenses and vulnerability to additional declines in the market value of real estate in our areas of operations.We foreclose on and take title to the real estate serving
246、 as collateral for debts previously contracted as part of the problem asset resolution process.OREO balances lead to increased expenses,as we incur costs to manage,maintain,improve in some cases,and dispose of our OREO properties.We expect that earnings in 2015 will continue to be negatively affecte
247、d,albeit to a lesser extent,by various expenses associated with OREO,including personnel costs,insurance and taxes,completion and repair costs,valuation adjustments,and other expenses associated with property ownership.Loans currently in nonaccrual status may lead to increases in our OREO balance in
248、 the future,if not resolved.At the time that we foreclose on a loan and take possession of a property we estimate the value of that property using third party appraisals and opinions and internal judgments.OREO property is valued on our books at the estimated market value of the property,less the es
249、timated costs to sell(or fair value).Upon foreclosure,a charge-off to the allowance for loan losses is recorded for any excess between the value of the asset on our books over its fair value.Thereafter,we periodically reassess our judgment of fair value based on updated appraisals or other factors,i
250、ncluding,at times,at the request of our regulators.Any further declines in our estimate of fair value for OREO will result in additional charges,with a corresponding expense in our statements of income that is recorded under the line item for OREO Write-downs.As such,our results of operations are vu
251、lnerable to declines in the market for residential and commercial real estate in the areas in which we operate.The expenses associated with OREO and any further property write downs could have a material adverse effect on our results of operations and financial condition.We face liquidity risks in t
252、he operation of our business and our funding sources may prove insufficient to support growth opportunities or satisfy our liabilities.Liquidity is crucial to the operation of the Company and the Bank.Liquidity risk is the potential that we will be unable to fund increases in assets or meet payment
253、obligations as they become due because of an inability to obtain adequate funding or liquidate assets.For example,funding illiquidity may arise if we are unable to attract core deposits or are unable to renew at acceptable pricing long-term or short-term borrowings.Illiquidity may also arise if our
254、regulatory capital levels decrease,our lenders require additional collateral to secure our repayment obligations,or a large amount of our deposits are withdrawn.We rely on customer deposits and advances from the FHLB of Seattle and other borrowings to fund our operations.Although we have historicall
255、y been able to replace maturing deposits and advances if desired,we may not be able to replace such funds in the future if our financial condition or the financial condition of the FHLB of Seattle were to change,or market conditions were to deteriorate.If we are required to rely more heavily on more
256、 expensive funding sources to support operations,our revenues may not increase proportionately to cover our costs.In this case,our net interest margin would be adversely affected,making it even more difficult for our businesses to operate profitably.Rapidly changing interest rate environments could
257、reduce our net interest margin,net interest income,fee income and net income.Interest and fees on loans and securities,net of interest paid on deposits and borrowings,are a large part of our net income.Interest rates are key drivers of our net interest margin and subject to many factors beyond the c
258、ontrol of management.As interest rates change,net interest income is affected.Rapid increases in interest rates in the future could result in interest expense increasing faster than interest income because of mismatches in financial instrument maturities,which would result in reduced spreads between
259、 the interest rates earned on assets and the rates of interest paid on liabilities.Further,substantially higher interest rates generally reduce loan demand and may hinder loan growth,particularly in commercial real estate lending,an important factor in the Companys revenue over the past two years.Ga
260、in on sale of loans held for sale represents a significant source of our non-interest income and may be adversely affected by any changes in the programs offered by secondary market investors or our ability to qualify for such programs,as well as by any increases in market interest rates.The sale of
261、 residential mortgage loans classified as loans held for sale provides a significant portion of our non-interest income.Changes in programs applicable to the resale of residential mortgages or our eligibility to participate in such programs could materially adversely affect our results of operations
262、.Further,in a rising interest rate environment,our originations of mortgage loans held for sale may decrease,resulting in fewer loans that are available to be sold.This would result in a decrease in gain on sale of loans sold and a corresponding decrease in non-interest income.During periods of redu
263、ced loan demand,our results of operations may be further 14 adversely affected if we are unable to reduce our expenses proportionately to the decline in the volume of loan originations and sales.For 2015,we expect residential mortgage loan demand to continue to decline to the extent that interest ra
264、tes stay above prior record lows.We may elect or be required to seek additional capital in the future,but that capital may not be available when it is needed.We are required by federal and state regulatory authorities to maintain adequate levels of capital to support our operations.In addition,we ma
265、y elect to raise capital to support our business or to finance acquisitions,if any.Our ability to raise additional capital,if needed,will depend on conditions in the capital markets,economic conditions and a number of other factors,many of which are outside our control,and on our financial performan
266、ce.Accordingly,we cannot assure you of our ability to raise additional capital on terms acceptable to us,or at all.If we do raise capital,equity financing may be dilutive to existing shareholders and any debt financing may include covenants or other restrictions that limit our operating flexibility.
267、If we cannot raise additional capital when needed on favorable terms,it may have a material adverse effect on our financial condition,results of operations and prospects.We operate in a highly regulated environment and changes of or increases in,or supervisory enforcement of,banking or other laws an
268、d regulations could adversely affect us.As discussed more fully in the section entitled Supervision and Regulation in Item 1 above,we are subject to extensive regulation,supervision and examination by federal and state banking authorities.Additional legislation and regulations that could significant
269、ly affect our powers,authority and operations may be enacted or adopted in the future.Further,regulators have significant discretion and authority to prevent or remedy unsafe or unsound practices or violations of laws or regulations in the performance of their supervisory and enforcement duties.Any
270、failure to comply with laws,regulations or interpretations could result in sanctions by regulatory agencies or damage to our reputation.Any changes in applicable regulations or federal,state or local legislation,in regulatory policies or interpretations,or in regulatory approaches to compliance and
271、enforcement could have a substantial impact on our financial condition and our result of operations,for example,by leading to additional fees or taxes or restrictions on our operations.Recent legislation has impacted our operations,and additional legislation and rulemaking could have an adverse impa
272、ct on our business.The Dodd-Frank Act has significantly changed the current bank regulatory structure and will affect the lending,deposit,investment,trading and operating activities of financial institutions and their holding companies.Among other things,the Dodd-Frank Act:?establishes the Bureau of
273、 Consumer Financial Protection with broad authority to administer and enforce a new federal regulatory framework of consumer financial regulation;?changes the base for deposit insurance assessments;?introduces regulatory rate-setting for interchange fees charged to merchants for debit card transacti
274、ons;?enhances the regulation of consumer mortgage banking;and?changes the methods and standards for resolution of troubled institutions.Many of the provisions of the Dodd-Frank Act have extended implementation periods and delayed effective dates and will require additional rulemaking by various regu
275、latory agencies,and many could have far reaching implications on our operations.Accordingly,we expect that the legislation may have a detrimental impact on revenue and expense,require the Company to change certain of its business practices,increase capital levels and have other adverse effects on ou
276、r business.Moreover,compliance obligations will expose us to additional reputational risk in the event of noncompliance and could divert managements focus from the business of banking.The short-term and long-term impact of the changing regulatory capital requirements and anticipated new capital rule
277、s is uncertain.As mentioned under the heading“Supervision and Regulation”in Item 1 above,effective January 1,2015,the Company and the Bank will each be subject to new capital requirements under regulations adopted by the federal banking regulators to implement the Basel III regulatory capital reform
278、s and changes required by the Dodd-Frank Act.In addition,in the current economic and regulatory environment,regulators of banks and bank holding companies have become more likely to impose capital requirements that are more stringent than those required by existing regulations.The application of mor
279、e stringent capital requirements for the Company and the Bank could,among other things,result in lower returns on invested capital,require the raising of additional capital,and result in regulatory actions if we were unable to comply with such requirements.Furthermore,the imposition of liquidity req
280、uirements in connection with Basel III could result in our having to lengthen the terms of our funding,restructure our business models,and/or increase our holdings of liquid assets.Implementation of changes to asset risk weightings for risk based capital calculations,and/or additional capital conser
281、vation buffers could result in management modifying its business strategy and could limit our ability to make distributions,including paying dividends or buying back shares.Any additional changes in our regulation and oversight,in the form of new laws,rules and regulations could make compliance more
282、 difficult or expensive or otherwise materially adversely affect our business,financial condition or prospects.15 We rely on dividends from the Bank for substantially all of our liquidity.The Company is a separate and distinct legal entity from the Bank.The Company receives substantially all of its
283、liquidity from dividends from the Bank.These dividends are the principal source of funds to pay interest and principal on our debt,other expenses,or dividends on our common stock,if any.Various federal and state laws and regulations limit the amount of dividends that the Bank may pay to the Company,
284、as may the actions of regulators.If the Bank is unable to pay dividends to the Company,it may not be able to service debt,pay any other obligations or pay dividends on common stock.The Company paid a cash dividend of$0.21 and$0.20 per share for 2014 and 2013,respectively.The financial services indus
285、try is very competitive.We face competition in attracting and retaining deposits,making loans,and providing other financial services.Our competitors include other community banks,larger banking institutions,and a wide range of other financial institutions such as credit unions,government-sponsored e
286、nterprises,mutual fund companies,insurance companies and other non-bank businesses.Many of these competitors have substantially greater resources than we have.For a more complete discussion of our competitive environment,see Business-Competition in Item 1 above.If we are unable to compete effectivel
287、y,we will lose market share,including deposits,and face a reduction in our income from our lending activities.Technology implementation problems,computer system failures or information security breaches could adversely affect us.Our future growth prospects will be highly dependent on the ability of
288、the Bank to implement changes in technology that affect the delivery of banking services such as the increased demand for computer access to bank accounts and the availability to perform banking transactions electronically.The Banks ability to compete will depend upon its ability to continue to adap
289、t technology on a timely and cost-effective basis to meet such demands.In addition,our business and operations and those of the Bank could be susceptible to adverse effects from computer failures,communication and energy disruption,and activities such as fraud of unethical individuals with the techn
290、ological ability to cause disruptions or failures of the Banks data processing system.If there is unauthorized disclosure of sensitive or confidential client,customer or employee information,whether through a breach of our computer systems or otherwise,it could harm our business.As part of our busin
291、ess,we collect,process and retain sensitive and confidential client,customer and employee information.Despite the various security measures we have in place,our facilities and systems may be vulnerable to security breaches,computer viruses,data retention failures,human errors,or other similar events
292、.We cannot be certain that the continued implementation of safeguards will eliminate the risk of vulnerability to technological difficulties or failures or ensure the absence of a breach of information security.The Bank will continue to rely on the services of various vendors who provide data proces
293、sing and communication services to the banking industry.Nonetheless,if information security is compromised or other technology difficulties or failures occur at the Bank or with one of our vendors,information may be lost or misappropriated,services and operations may be interrupted and the Bank coul
294、d be exposed to claims from its customers,regulatory actions,reputational damage,and disruptions in its operations,resulting in a material adverse effect on the Companys results of operations.We may experience difficulties in managing our growth and our growth strategy involves risks that may negati
295、vely impact our net income.As part of our general growth strategy,we may acquire branches or banks and establish new branches that we believe provide a strategic and geographic fit with our business.We cannot predict the number,size or timing of growth opportunities.To the extent that we grow throug
296、h acquisitions,we cannot assure you that we will be able to adequately and profitably integrate these new assets and manage this growth.Acquiring other branches and businesses will involve risks commonly associated with acquisitions,including:?Potential exposure to unknown or contingent liabilities
297、we acquire;?Exposure to potential asset quality issues;?Difficulty and expense of integrating the operations and personnel of banks and businesses we acquire;?Potential disruption to our business;?Potential restrictions on our business resulting from the regulatory approval process;?Potential divers
298、ion of our managements time and attention;and?The possible loss of key employees and customers of the bank and businesses we acquire.In addition to acquisitions,we may expand into additional communities or attempt to strengthen our position in our current markets by opening additional de novo branch
299、es or new loan production offices.Based on our experience,we believe that it generally takes three years or more for new banking facilities to first achieve operational profitability,due to the impact of organization and overhead expenses and the start-up phase of generating loans and deposits.To th
300、e extent that we undertake additional branching and de novo bank and business formations,we are likely to continue to experience higher operating expenses relative to operating income from the new operations,which may have an adverse effect on our levels of reported net income,return on average equi
301、ty and return on average assets 16 Impairment of investment securities,goodwill,other intangible assets,or deferred tax assets could require charges to earnings,which could result in a negative impact on our results of operations.The Bank has$93.2 million,or 12.5%of assets,in investments and FHLB st
302、ock at December 31,2014,and must periodically test our investment securities for impairment in value.In assessing whether the impairment of investment securities is other-than-temporary,we consider the length of time and extent to which the fair value has been less than cost,the financial condition
303、and near-term prospects of the issuer,and the intent and ability to retain our investment in the security for a period of time sufficient to allow for any anticipated recovery in fair value in the near term.Under current accounting standards,goodwill is not amortized but,instead,is subject to impair
304、ment tests on at least an annual basis or more frequently if an event occurs or circumstances change that reduce the fair value of a reporting unit below its carrying amount.Although we do not presently anticipate goodwill impairment charges,if we conclude that our goodwill may be impaired,a non-cas
305、h charge for the amount of such impairment would be recorded against earnings.Such a charge would have no impact on tangible capital.At December 31,2014,we had goodwill of$12.2 million,representing approximately 16.8%of shareholders equity.Further,our balance sheet reflects approximately$3.2 million
306、 of net deferred tax assets at December 31,2014,recorded in other assets on the balance sheet,which represents differences in the timing of the benefit of deductions,credits and other items for accounting purposes and the benefit for tax purposes.To the extent we conclude that the value of this asse
307、t is not more likely than not to be realized,we would be obligated to record a valuation allowance,impacting our earnings during the period in which the valuation allowance is recorded.We may be subject to environmental and other liability risks associated with lending activities.We foreclose on and
308、 take title to real estate in the regular course of our business.Property ownership increases our expenses due to the costs of managing and disposing of properties.Although environmental site assessments are completed on properties that are considered an environment risk before such properties are a
309、ccepted as collateral,there remains a risk that hazardous or toxic substances will be found on properties,in which case we may be liable for remediation costs and related personal injury and property damage and the value of the property may be materially reduced.The costs and financial liabilities a
310、ssociated with property ownership could have a material adverse effect on our results of operations and financial condition.Our common stock is not listed on a securities exchange and trading in our stock on the OTC Bulletin Board is limited,making it difficult for shareholders to sell shares in ope
311、n-market transactions and may cause our stock price to be volatile.Our common stock trades in low trading volumes on the OTCQB exchange sponsored by OTC Markets under the trading symbol PFLC.As a result,it may be difficult to liquidate your investment in our shares,and there may be wide fluctuations
312、 in our stock price.Also,because of this lack of liquidity in the market for our common stock,the quoted price of our common stock from time to time may not reflect its fair value as would be determined in an active trading market.Our directors and executive officers own a significant percentage of
313、our common stock and this concentration of ownership could adversely affect our other shareholders.Our directors and executive officers beneficially own approximately 12.3%of our common stock.As a result,these individuals could,as a group,exert a significant degree of influence over our management a
314、nd affairs and over matters requiring shareholder approval,in addition to the influence they already have as directors and executive officers.This concentration of ownership may limit the ability of other shareholders to influence corporate matters and,as a result,we may take actions that our other
315、shareholders do not view as beneficial.For example,this concentration of ownership could have the effect of delaying or preventing a change in control or otherwise discouraging a potential acquirer from attempting to obtain control of our company,which could limit your ability to sell your shares at
316、 a premium in connection with a merger or other transaction resulting in a change in control of our company.We depend on the accuracy and completeness of information about customers and counterparties.In deciding whether to extend credit or enter into other transactions,we may rely on information fu
317、rnished by or on behalf of customers and counterparties,including financial statements,credit reports,and other financial information.We may also rely on representations of those customers,counterparties,or other third parties,such as independent auditors,as to the accuracy and completeness of that
318、information.Reliance on inaccurate or misleading financial statements,credit reports,or other financial information could cause us to enter into unfavorable transactions,which could have a material adverse effect on our financial condition and results of operations.We rely on other companies to prov
319、ide key components of our business infrastructure.Third party vendors provide key components of our business infrastructure such as internet connections,network access and core application processing.While we have selected these third party vendors carefully,we do not control their actions.Any probl
320、ems caused by these third parties,including as a result of their not providing us their services for any reason or their performing their services poorly,could adversely affect our ability to deliver products and services to our customers and otherwise to conduct our business.Replacing these third p
321、arty vendors could also entail significant delay and expense.17 ITEM 1.B.Unresolved Staff Comments None ITEM 2.Properties The Companys administrative offices are located in Aberdeen,Washington.The building located at 300 East Market Street is owned by the Bank and houses the main branch.The administ
322、rative offices of the Bank and the Company,which are leased from an unaffiliated third party,are located at 1101 S.Boone Street.Pacific owns the land and buildings occupied by its sixteen branches in Grays Harbor,Pacific,Skagit,Whatcom and Wahkiakum Counties in Washington as well as Clatsop County i
323、n Oregon.The remaining locations operate in leased facilities,which are leased from unaffiliated third parties.The aggregate monthly lease payment for all leased space is approximately$47,000.In addition to the land and buildings owned by Pacific,it also owns all of its furniture,fixtures and equipm
324、ent,including data processing equipment.The net book value of the Companys premises and equipment was$16.3 million at December 31,2014.Management believes that the facilities are of sound construction and in good operating condition,are appropriately insured and are adequately equipped for carrying
325、on the business of the Bank.ITEM 3.Legal Proceedings The Company and the Bank from time to time are party to various legal proceedings arising in the ordinary course of business.Management believes that there are no threatened or pending proceedings against the Company or the Bank that will have a m
326、aterial adverse effect on its business,financial condition or results of operations.ITEM 4.Mine Safety Disclosures Not Applicable.PART II ITEM 5.Market for Registrants Common Equity,Related Stockholder Matters,and Issuer Purchases of Equity Securities The Companys common stock is presently traded on
327、 the OTC Bulletin Board under the trading symbol PFLC.OB.Historically,trading in our stock has been very limited and the trades that have occurred cannot be characterized as amounting to an established public trading market.The following are high and low bid prices quoted on the OTC Bulletin Board d
328、uring the periods indicated.The quotations reflect inter-dealer prices,without retail mark-up,mark-down or commission and may not represent actual transactions:Estimated No.Estimated No.Shares TradedHighLowShares TradedHighLowFirst Quarter246,000 6.75$6.10$131,400 5.50$4.56$Second Quarter61,200 6.50
329、$6.07$92,300 6.50$5.42$Third Quarter175,800 6.75$6.06$124,600 6.99$5.59$Fourth Quarter101,200 6.90$6.05$83,900 6.75$6.40$20142013 As of February 28,2015,there were approximately 992 shareholders of record of the Companys common stock.Computershare serves as the transfer agent for our common stock.Th
330、e Companys Board of Directors declared dividends on its common stock in December 2014 and 2013 in the amount of$0.21 and$0.20 per share,respectively.The Board of Directors has adopted a dividend policy which is reviewed annually.There can be no assurance as to whether or when the Company will pay ca
331、sh dividends again in the future.Under federal banking law,the payment of dividends by the Company and the Bank is subject to capital adequacy requirements established by the Federal Reserve and the FDIC.In addition,payment of dividends by either entity is subject to regulatory limitations.Under Was
332、hington general corporate law as it applies to the Company,no cash dividend may be declared or paid if,after giving effect to the dividend,the Company would not be able to pay its liabilities as they become due or its liabilities exceed its assets.Payment of 18 dividends on the Common Stock is also
333、affected by statutory limitations,which restrict the ability of the Bank to pay upstream dividends to the Company.Under Washington banking law as it applies to the Bank,no dividend may be declared or paid in amount greater than net profits then available,and after a portion of such net profits have been added to the surplus funds of the Bank.Issuer Purchases of Equity Securities In September 2012,
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