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Board of Governors of the Federal Resen1e SysteD PY FRY-6 OMB Number 7100-0297 Approval expires December 31, 2015 Page 1 of2

Report at the close of business as of the end of fiscal year

. This Report is required by law: Section 5(c)(1 )(A) of the Bank Holding Company Act (12 U.S.C. § 1844 (c)(1)(A)); Section 8(a) of the International Banking Act (12 U.S.C. § 3106(a)); Sections 11(a)(1), 25 and 25A of the F ederal Reserve Act (12 U.S.C. §§ 248(a)(1), 602, and 611a); Section 211.13(c) of Regulation K (12 C.F.R. § 211.13(c)); and Section 225.5(b) of Regulation Y (12 · C.F.R. § 225.5(b)) and section 10(c)(2)(H) of the Home Owners' Loan Act. Return to the appropriate Federal Reserve Bank the original and the number of copies specified.

NOTE: The Ann·ual Report of Holding Companies must be signed by one director of the top-tier holding company. This individual should also be a senior official of the top-tier holding company. In the event that the top-tier holding company does not have an individual who is a senior official and is also a director, the chairman of the board must sign the report.

1. Lynn Taylor Name of the Holding Company Director and Official President Trtle of the Holding Company Director and Official

attest that the Annual Report of Holding Companies (including the supporting attachments) for this report date has been prepared in conformance with the instrµctions issued by the Federal Reserve System and are true and co rect to the best of my knowredge arid belief.

With respect to information regarding individuals contained in this· report, the Reporter certifies that it has the authority to provide this information to the Federal Reserve. The Reporter also certifies that it has the authority, on behalf of erJch individual, to consent or object to public release. of information regarding that indivjdual. The Federal Reserve may assume, in the absence of a request for confidential treatm·ent submitted in accordance with the Board's "Rules Regarding Availability of Information," 12 C.F.R. Part 261, that the Reporter fllK!_ individual consent to public release of all details in the report concerning that individual.

This report form is to be filed by all top-tier bank holding companies and top-tier savings and loan holding companies organized under U.S. law, and by any foreign banking organization that does not meet the requirements of and is not treated as a qualifying foreign banking organization under Section 21123 of Regulation K (12 C.F.R. § 211.23). (See page one of the general instructions for more detail of wl:lo must ·file.) The F ederal Reserve may not conduct or sponsor, and an organization (or a person) is not required to respond to, an information collection unless it displays a currently valid OMB control number.

Date of Report (top-tier holding company's.fiscal year-end): December 31, 2014 ·

Reporter's Legal Entity Identifier (LEI) (20-Character LEI Code)

Reporter's Name, Street, and Mailing Address Anita Bancorporation 1202838 Legal Title of Holding Company

1307 E 7th Street (Mailing Address of the Holding Company) Street/ P.O. Box Atlantic IA City State

Physical Location (if different from mailing address)

50022 Zip Cod

Person to whom questions about this_report should be directed: Ronald L. Hintz Principal, CliftonlarsonAllen Name Title

515-22 -4400 Area Code I Phone Number I Extension 515-222-4444 Area Code I FAX Number

E-mail Address.

Address (URL) for the Holding Company's web page

Does the reporter request confidential treatment for any port ion of this submission?

D Yes Please identify the report items to which this request applies:

l:8J No

D In accordance with the instructions on pages GEN-2 and 3, a letter justifying the r uest is being provided.

D The information for which confidential tre.atment is sought is being submitted separately labeled "Confidential."

Elate of Signature

For holding companies not registered with the SEC-Indicate status of Annual Report to Shareholders:

is included with the FR Y-6 report 0 will be sent under separate cover 0 Is not prepared

For Federal Reserve Bank Use Only

RSSDID C.I.

Public reporting burden for this information collection is estimated to vary from 1.3 to 101 hours per response, with .an average of 5.25 hours per response, including time to gather and maintain data in the required form and to review instructions and complete the Information collection. Send comments regarding this burden estimate or any other aspect of this collection of Information, including suggestions for reducing this burden to: Secretary, Board of Governors of the Federal Reserve System, 20th and C Streets, NW, washington, DC 20551, and to the Office of Management and Budget, Paperwork Reduction Project (7100-0297), washington, DC 20503.

10/2014

ANITA BANCORPORATION

(PARENT COMPANY ONLY)

TABLE OF CONTENTS

DECEMBE.R31., 2014 AND 2013

,

ACCOUNTANTS' COMPIL ATION REPORT 1

F INANCIAL STATEMENTS

BAL ANCE SHEETS 2

STATEMENTS OF OPERATIONS 4

STATEMENTS OF COMPREHENSIVE INCOME 5

STATEMENTS OF STOCK HOL DERS EQUITY' 6

STAl:EMENTS OF CASH F L OWS 7

NOTES TO F INANCIAL STATEMENTS 9

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Clifton Larson Allen LLP www.cliftonlarsonallen.com

CliftonlarsonAllen

Accountants' Compilation Repor t

Board of Directors Anita Bancorporation Atlantic, Iowa

We have compiled the accompanying balance sheets of Anita Bancorporation (parent company only)as of December 31, 2014 and 2013, and the related statements of operations, comprehensive income, stockholders' equity, and cash flows for the years then ended. We have not audited or reviewed the accompanying financial statements and, accordingly, do not express an opinion or provide any assurance about whether the financial statements are in accordance with accounting principles generally accepted in the United States of America.

Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America and for designing, implementing, and maintaining internal control relevant to the preparation and fair presentation of the financial statements.

Our responsibility is to conduct the compilation in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. The objective of a compilation is to assist management in presenting financial information in the form of financial statements without undertaking to obtain or provide any assurance that there are no material modifications that should be made to the financial statements. During our compilation, we did become aware of a departure from accounting principles generally accepted in the United States of America that is described in the following paragraph.

As disclosed in Note 1 to the financial statements, accounting principles generally accepted in the United States of America require that majority-owned subsidiaries be reported on a consolidated basis. Management has informed us that the Company has not consolidated its investment in its majorityowned subsidiaries; instead they are reported under the equity method in these financial statements and that, if accounting principles generally accepted in the United States of America had been followed, total assets and liabilities would have both increased by $208,242,000 and $202,021,000 at December 31, 20134 and 20123, respectively.

LL? West Des Moines, Iowa March 6, 2015

INTERNATJO:-l'AL

1Pni rrmlxo

$ $ 1,250. 97. =="'===='=====

LIABILITIES AND STOCKHOLDERS' EQUITY

2014 2 013 LIABILITIES.

No te Pay able Bank - Line o f Credit $ 890,000 $ 475,000 No te Pay able Bank 3,633,332· 4,149,999 Subo r dinated Debentures Pay able to No nbank Subsidiary 5,155,000 5,155,000 Accrued Interest Pay able 13,785 . 13,654 Accrued Ex penses 10,865 12,333 Deferred Inco me Tax es 21,409 Inco me Tax Pay able 17,738 Due to .Bank Subsidiary 37,099

To tal Liabilities 9,742,129 9, 843,085

STOCKHOLDERS' EQUITY Co mmo n Sto ck , Nb Par Value; 5,000,000 Shares

Autho rized; 17,356 Shares Issued and . ·

Outstanding in 2014 and 2013, Respectively 6,200,414 6,2 00,414 Retained Earning s 17,408,7.06 49915, 504",Accumulated Other Co mprehensive Inco me 3,530 6,899

To tal Sto ck ho lders' Equity 23, 612;650 21,711,812

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 33,354,779 -$ 31,554,897

Book Value per Share 1,360. 49 .

(3)

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See accountants' compilation report and accompanying notes.

(4)

ANITA BANCORPORATION. (PARENT COMPANY ONLY)

STATEMENTS OF COMPREHENSIVE INCOME DECEMBER 31, 2014 AND. 2013

2014 2013

NE-r: INCOME $ 1,904,207 $ 1,693,628

Other Co mprehensive Inco me (Lo ss): Chang e in Net Unrealized Gain (Lo ss) o n

Available-fo r-Sale Securities, Net o f Inco me Tax "(3,369) 6,740

TOTAL COMPREHENSIVE INCOME $ 1,900,838 $ 1,700;368

See accountants' compilation report and accompanying notes.

(5)

Earnings. (Lo ss)

(145,088) (92,398)

$

----------- --- - - ---

(52,690)

- -- --- - --- ---

ANITA BANCORPORATION (PARENT COMPANY.ONLY)·

STATEMENTS OF S_TOCKHOLDERS' EQUITY

DECEMBER31, 2014 AND2013

.

Accumulated Other

Retained Co mprehensive Co mmo n To tal Inco me Sto ck

BALANCE, DECEMBER 31, 2012 $ 20,156 ,532 $ 13,903,269 $ 159 $ . 6,253, 104

Net Inco me 1,693,628 1,693,628

Other Co mprehensive Inco me 6,740 6,740

Sto ck Redemptio n o f 100 Shares o f Co mmo n Sto ck

BALANCE, DECEMBER 31, 2013 .$ 21,711,812 1 q,504,499 $ 6,899 $ 6,200,414

Net Inco me 1,904,207 1,904,207

Other Co mprehensive Lo ss (3,369) (3,369)

BALANCE, DECEMBER 31, 2014 $ 23,612,650 $ 17,408,706' $ 3,530 $ 6,200, 414

See accountants' compila\ion report and accompanying notes.

(6)

33;975



STATEMENTS OF CASH F L OWS, CONTINUED

DECEMBER 31, 2914 AND 2013

2014 2013

NET INCREASE (DECREASE) IN CASH $

CASH, BEGINNING OF YEAR 29,677

CASH, END OF YEAR $ 20,310 $ 83,975

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

. . Cash Paid (Received) Durin the Year fo r:

Interest $ 209,830 $ 199,554 Inco me Tax es $ (177,325) $ (135,500)

No ncash Investing ActivitY: Transfer o f Lo ans to Other Real Estate Owned $ 288,376

(8)

Pr epar ing

Anita

.

when the collection of interest or principal has become

The allowance is increased by provisions· charged. to



NOTES TO FINANCIAL STATEMENTS


· NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POL ICIES

Bancorporation (the Company) is · p.n Iowa-based bank holding company. Anita Bancorporaticin owns 100% of the outstanding common stock of Rolling Hills Bank & Trust (the Bank), located in Atlantic, Iowa. The principal market areas for the Company and its subsidiary are Anita, Atlantic, Rippey, Carson, Walnut, Griswold, Stuart, Casey, Menlo, and Adair in Iowa and Brewster and Worthington in Minnesota. The Bank makes commercial, agricultural, real estate and installment loans to businesses and i11dividuals arid maintains deposits for customers throughout its market area.

Use of Estimates in Financial Statements The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the· reported amounts of assets and .liabilities and disclo;:;ure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could vary from those estimates. · ·

Investment in Subsidiar ies Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 81 O, Consolidations requires the consolidation of majority-owned subsidiary companies with their parent for financial reporting purposes. Anita Bancorporation's wholly-owned subsidiaries, Rolling Hills Bank & Trust and Anita Bancorp Statutory Trust I, are included in the accompanying

financial statements under the equity method, rather than consolidated with Anita

· Bancorporation (See Note 9).

Loans Receivable .

Loans receivable are stated at the amount of unpaid principal, reduced by an allowance for Joan losses. Interest is credited to ep.rnings as earned based on the principal amount outstanding._

Accrual of Interest is discontinued on a loan when management believes, after considering collection efforts and other factors, the borrower's financial condition is such that collection of interest is doubtful. Generally, this occurs· 90 days past due. When a loan is put on non-accrual status, the interest previously accrued is charged off.

The allowance for loan losses is maintained at a level considered adequate to provide for losses that can be reasonably anticipated. operating expense and reduced by net charge-offs. The Company performs continuous credit reviews of the loan portfolio and considers current economic conditions, historical loan loss experience, review of specific problem loans, and other factors in determining the adequacy of the allowance. This management evaluation is inherently subjective and requires estimates that are susceptible to significant revisions as more information becomes available. Due to potential changes in conditions, it is at least reasonably possible that changes in estimates will occur in the near term and· that such changes could materially affect the amounts reported in, the Company's financial statements.

·

(9)

(continued)

NOTE 1 SL,JMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Loans Receivable





The loans-receivable are individually evaluated for impairment to determine the allowance for loan losses. An allowance is established when the discounted cash flows (or collateral value or observable market price) o_f the impaired loan is lower than the carrying value of that loan.

Loans are considered impaired when, based on current information and events, it is probable the Company will be unable to collect the scheduled payments of principal and interest when due according to the contractual terms of the loan agreement. The portion of the allowance applicable to imp_aired loan is measured on a loan-by-loan basis by either the present value of the estimated future cash· flows discounted at the loan's effective interest rate, the obtainable market price,· or the fair value of the collateral if the loan is collateral dependent. The Company recognizes interest income on impaired loans on a cash basis.

Under certain circumstances,· the Company will provide borrowers relief through ·1oan restructurings. A restructuring of debt constitutes a troubled debt restructuring (TOR) if the Company for economic or legal reasons related to the borrower's financial difficulties grants a concession to the borrower that it would not otherwise consider. Restructured loans typically ·present an elevated level of credit risk as the borrowers are not able to pei:form according-to the original contractual terms. Loans that are reported as TDRs are considered impaired and measured for impairment as described above in the calendar year of the restructuring. In subsequent years, a restructured loan may cease being classified as impaired if the loan was modified at a market rate and is performing according to the modified terms. TOR concessions can include reduction of interest rates, extension of maturity dates, forgiveness of principal or interest due, or acceptance of the other assets in full or partial satisfaction of the debt. Restructured loans can involve loans remaining on nonaccrual, moving to nonaccrual, or continuing on accrual status, depending on the individual facts and circumstan·ces of the borrower.' The Company had no significant TDRs in 2014 and 201 3.

Other Real Estate Owned Assets acquired through, or in lieu of, loan foreclosure are held for sale and are initially recorded at fair value less estimated selling cost at the date of foreclosure, establishing a new cost basis. Any write-downs based on the asset's fair value at the da'te of acquisition are charged to the allowance for loan losses. Subsequent to foreclosure, valuations a·re periodically performed by management and the assets ·held for sale are carried at the lower of the new cost basis or fair value less cost to sell. This evaluation is inherently subjective and requires estimates that are susceptible to significant revisions as more information becomes available. Due to potential changes in conditions, it is at least reasonably possible that changes in fair values will occur in the near term and that such changes could materially affect the amounts reported in the Company's financial statements.

(10)

(continued)

Equipment

Company

Intangibles



NOTES·TO F INANCIAL STATEMENTS


NOTE 1 SUMMARY OF SIGNIF ICANT ACCOUNTING POLICIES (CONTINUED)

Other Real Estate Owned Impairment losses on assets to be held and used are measured at the amount by which the carrying amount of a property exceeds its fair value. Costs of significant asset improvements are capitalized, whereas costs relating to holding assets are expensed. Revenue and expenses · from operations and changes in the valuation allowance are included in net expenses from .foreclosed assets.

Premises and Land is carried at cost. Other premises and equipment are carried at cost net of accumulated depreciation. Depreciation is computed on the straight-line method based principally on the estimated useful lives of the assets. Maintenance and repairs are \"Xpensed as incurred while major add_itions and improvements are capitalized. Gains and losses on. dispositions are included in current operations.

Owned Life Insurance The Company has purchased life insurance policies on certain key executives. Companyowned life insurance is recorded at its cash surrender value, or the amount that can be realized, if lower.

Goodwill and Other Goodwill resulting from acquisitions is not amortized, but is tested for impairment annually. As part of its testing, the Company first assesses the qualit

(continued}

Compr ehensive





NOTE1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes Deferred income taxes are provided on temporary differences between financial statement and income tax reporting. Temporary differences are differences between the amounts of assets and liabilities reported for financial statement purposes and their tax bases. Deferred tax assets are recognized for temporary differences that will be deductible in future years' tax returns and for operating loss and tax credit carry forwards. Deferred tax assets are reduced by a valuation allowance if it is deemed more likely than not that some or all of the deferred tax assets will not be realized. Deferred tax liabilities are recognizedfor temporary differences that will be taxable ·

in future years' tax returns.

The Company follows the accounting requirements for uncertain tax positions. The Company determined that no liability related to uncertain tax positions was required as of December 31, 2014 and 2013.

·

The Company files income tax returns in the U.S. federal jurisdiction and two states. The Company is no longer subject to U.S. federal or state income tax examination by tax authorities for years before 2011. · ·

Income Recognized revenue, expense, gains, and losses are included in net income. Certain changes in assets and liabilities, such as unrealized gains and losses on securities available-for-sale, are reported as a separate component of the equity section of the consolidated balance sheet, such items, along with net income, are components of comprehensive income.

NOTE 2 CONCENTRATION OF CREDIT RISK FOR CERTAIN ENTITIES

·The primary business activity of the Company is its investment in the Bank. The Bank makes commercial, agricultural, real estate and installment loans to businesses and individuals in its respective local areas. Although the Bank has a diversified loan portfolio, a substantial portion of its debtors' ability to honor their contracts is dependent upon the agricultural economy".

NOTE 3 LOANS RECEIVABLE

Loans receivable consist of loans purchased from the Bank. The notes carried interest at a rate between 4.25%-and 5.25S'.o at December 3"), 2014 and 2013, respectively

The composition of loans is as follows: 2014 2013

Commercial Real Estate $ 794, 193 $ 416,252 Commercial 375,000 375,000

Total Loans . 1,169,193 791,252 Less Allowance for Loan Losses (1 Ol'J,000)

Total $ 1,169, 193 $ 691,252

(12)

Agr icult ural

Agricultural



NOTES TO F INANCIAL STATEMENTS


NOTE 3 LOANS RECEIVABLE (CONTINUED)

Summary changes in the allowance for loan losses are as follows: 2014 2013

Balance at Beg inning of Year $ 100,000 $ 100,000 Provision for Loan Losses 187,140 Loans Charg ed-Off (100,000) (187, 140)

Balance at End of Year $ 100,000

Specific changes in the allowance for loan losses, on a disaggregated basis, are as follows: Commercial

2014 Real Estate Commercial Total

Allowance for Loan Losses: Balance, Beg inning $ 100,000 $ $ $ 100,000

Provision for Loan Losses Loans Charg ed-Of f (100,000) (100, 000)

Balance, Ending $ $ $ $

2 013 Commercial Real Estate Commercial Total

Allowance for Loan Losses: Balance, Beg inning

Provision for Loan Losses Loans Charg ed-Of f

$ 100,000 $ $ ' $ 100,000

Balance, Ending $ 100,000 $ $ $ 100,000

The ·company assigns. credit risk profiles based on payment activity as either performing or nonperforming. At December 31, 2014, all loans are considered performing under the assigned credit risk profile. The commercial loans were performing as of December 31, 2013. The commercial real estate loans were nonperforming as of December 31, 201 3. The nonperforming loans are greater than 90 days past due as of December 31, 2013, are on nonaccrual status and are consi ered impaired.

The fair values for loans receivable are estimated using discounted cash flow analysis, using interest rates currently being offered for loans with similar terms to borrowers with similar credit quality. The Company has determined the carrying values approximate fair values at December 31, 2014 and 201 3.

(13)



· NOTES TO F INANCIAL STATEMENTS


NOTE 4 OTHER REAL ESTATE.OWNED

Activity in other real estate owned for the year ended December 31 , 201 4 is as follows: Balance at Beg inning o f Year $

Transf ers f ro m Loans to For eclo.sed Assets 288,376

Direct Writedo wns (25,000)

Balance at End of Year $ 263,376

NOTE 5 PREMISES AND EQUIPMENT

Components ?f premises and equipment as of December 31 , 201 4 and 2013 are as follows: 2014 2013

La nd $ 83,347 $ 83,347 Building s 318,381 318,381 Leasehold lnipr ovements 77,028 77,028 Equ ip ment 133,016 85,516

611,772 564,272 Less Accumulated Depreciatio n (202,642) (186,005)

Total $ 409,130 . $ 378,267

Depreciation expense for the years ended December 31 , 201 4 and 2013 amount to $1 9,400 and · $1 5,644, respectively.

NOTE6 SUBORDINATED DEBENTURES PAYABL E TO NONBANK SUBSIDIARY

Subordinated debentures payable to nonbank subsidiary at December 31 , 201 4 and 201 3 represent indebtedi:iess to Anita Bancorp Statutory Trust I. Interest on the debenture is equal to the 3 month LIB0R rate plus 1 .65%. The interest rates at December 31 , 201 4 and 201 3 were 1 .89% and 1.89%, respectively. The principal amounts of the debentures are due September 1 5, 2036.

It was not considered practicable to estimate the fair value of the Company's subordinated debentures payable to non bank subsidiary as instruments with similar terms are not available in the market place.

(14)

(133, 140) ============

6,615 --- --

ANITA BANCORPORATION (PARENT COMPANY ONLY)

· NO'TES TO FINANCIAL STATEMENTS DECEMBER 31, 2014 AND 2013

NOTE7 INCOME TAXES

The compqnents of income tax expense (benefit) for the years ended December 31, 2014 and 2013 are. as foilows:

·

20J4 2013

Current: $ (160,755) $ (160,955)

De f er r ed: 50,495 27,815

Total Income Tax Benefit $ (110,260) ·• $

The tax effects of temporary differences that give rise to significant portions· of the deferred tax assets and .deferred tax liabilities at December 31, 2014>and 2013 are as follows:

2014 2013

Deterred Tax Assets: Allo wance for Lo an Lo sses ·Other, Net . , ..

To tal Deferr ed Tax Assets

$ ' $ 34,000 1,700

35,700

Defer r ed Tax Liabilities - Depr eciatio n 21,409 •

Net Deferred Tax Assets (Liabilities) $ (21,409) $ 29,085

(15)



NOTES TO FINANCIAL STATE;MENTS


NOTE8 NOTE PAYABLE BANK

Note payable bank represents the amount outstanding under a note with a correspondent bank. The interest rate on the note is 2.4% plus the one-i:nonth LIBOR rate, adjusted monthly (2.56% at December 31, 2014). The balance of the note is due on June 1, 2015 with interest paidquarterly. ThE? note is secured by 5,200 shares of common stock in the Bank.

NOTE9 NOTE PAYABLE BANK- LINE OF CREDIT

Note payable bank - line of credit represents a line of credit with a correspondent bank. The interest rate on the line of credit is 2.40% plus the one-month LIBOR rate, adjusted monthly (2.56% at December 31, 2014). The outstanding.balance of the line of credit is due on June 1, 20·15. This line of credit" had interest payments due the fist day of the first month of each quarter. The line of credit was secured by 5,200 shares of common stock in the Bank.

NOTE10 PERF ORMANCE SHARE PLAN

The Company has a performance share plan (the Plan) designed to enhance the long-term growth of the Company and retain key employees by offering long-term incentives. Under the Plan, participants are generally. credited for increases in the book value of the Company, as · defined, from the date of the award. Generally accepted account_ing principles require that the Company's liability for the plan be accrued as it is earned. There is no accrued liability under the Plan for the years ended December 31, 2014 and 2013, respectively. A participant in the plan was paid $100, 116 in 2012.

The ability of the Company to pay its obligations and to pay cash dividends to its stockholders is dependent on cash dividends paid to the Company bythe Bank. The Bank is subjectto certain

·s on the amount they may pay in dividends and it ·must maintain certain regulatory capital ratios. The Bank may pay dividends from its undivided profits, provided its surplus account equals or exceeds its capital account.

NOTE 11 RESTRICTIONS ON SUBSIDIARY DIVIDENDS .

·statutory and regulatory restriction

The Bank was in compliance with the regulatory capital requirements in effect during the years ended December 31, 2014 and 2013.

(16)

http:subject.tohttp:100,1.16

Desc ript io n

$ $





NOTE 12 F AIR VAL UE MEASUREMENTS

Generally accepted accounting principles established a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities {level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under the standard are described as follows:

Level 1 Inputs to the valuation methodology are ·unadjusted quot

Impaired

$

2014 2013

Total Assets $ 238,759,000 $ 231,407,000

Total Liabilities

Stockholder's Equity

208,241, 000 30,518,000

202,021,000 29,386,000

Total liabilities and Stockholder's Equity $ 238,759,000 $ 231,407,000

Net Income $ 2, 135,000 1,974,000





NOTE 1 2 FAIR VALUE MEASUREMENTS (CONTINUED)

Loans:

In accordance with the provisions of the loan impairment guidance, impairment was measured for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement. The fair value of impaired loans is estimated using one of several methods, including collateral value, market value of similar debt, or discounted cash flows. Those impaired loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceeds the recorded investments in such loans. Impaired loans for which an allowance is established based on the fair value of collateral

require classification in the fair value hierarchy. Collateral values are estimated using Level 3 inputs based on customized discounting criteria.

Other Real Estate Owned:

Other real estate owned (OREO) are recorded at fair value based on property appraisals, less estimated selling costs, at the date of the transfer with any impairment amount charged to the allowance for loan losses. Subsequent to the transfer, OREO is carried at the lower of cost or fair value, less estimated selling costs with changes in fair value or any impairment amount recorded in expense. Values are estimated using Level 3 inputs based on customized discounting criteria. The carrying value of OREO is not re-measured to fair value on a recurring basis but is subject to fair value adjustments when the carrying value exceeds the fair value, less estimated selling costs.

NOTE 1 3 PARENT COMPANY ONLY FINANCIAL STATEMENTS

FASS ASC 810, Consolidations requires the consolidation of majority-owned subsidiary companies with its parent for financial reporting purposes. Anita Bancorporation's wholly-owned subsidiaries, the Bank and Anita Bancorp Statutory Trust I, are included in the accompanying financial statements under the equity method, rather than consolidated with Anita Bancorporation.

Anita Bancorporation owns 100% of the common stock of the Bank. The following is a summary of selected financial information of the Bank based on December 31, 2014 and 2013 financial statements filed with the Federal Deposit Insurance Corporation:

(18)





NOTE 13 PARENT COMPANY ONLY F INANCIAL STATEMENTS (CONTINUED)

The following is a summary of selected financial information of Anita Bancorp Statutory Trust I based on December 31, 2014 and 2013 financial statements of nonbank subsidiary filed with the Federal Reserve.

2014 2013

To tal Assets

To tal Liabilities Sto ckho lder's Equity

To tal Liabilities and Sto ckho lder's Equity

Net Inco me

NOTE 14 ACCUMULATED OTHER COMPREHENSIVE INCOME

In accordance with generally accepted accounting principles, the Bank follows FASB ASC 32010, Debt and Equity Securities. The Bank maintains certain securities in an available-for-sale category. At December 31, 2014 and 2013, the Bank had a combined accumulated other comprehensive income related to available-for-sale securities in the amount of $3,530 and $6,899, respectively. In accordance with generally accepted accounting principles, Anita Bancorporation has recorded, directly to stockholders' equity, its 100% share of the other comprehensive income.

NOTE15 SUBSEQUENT EVENTS

Management evaluated subsequent events through March 6, 2015, the date the financial statements were available to be issued. Events or transactions occurring after December 31, 2014, but prior to March 6, 2015 that provided additional evidence about conditions that existed at December 31, 2014 have been recognized in the financial statements for the year ended December 31, 2014. Events or transactions that provided evidence about conditions that did not exist at December 31, 2014 but arose before the financial statements were available to be issued have not been recognized in the financial statements for the year ended December 31, 2014.

$ 5, 155,000 $ 5,155,000

5,000,000 5,000,000 155,000 155,000

$ 5,155,000 $ 5,155,000

$ $

This information should be read only in connection with the accompanying accountants' compilation report

(19)

I

.. ,.

I

Anita Bancorporation

Atlantic, Iowa

Holding Company

Report - Item 1 a

Anita Bancorporation is not required to file with the Securities Exchange Commission.

Report Item 1b

Financial statements, parent company only, of Anita Bancorporation are attached. Consolidated statements are not prepared in the normal course of. business.

Report - Item 2(a) -- Organization Chart --Anita Bancorporation, Incorporated, State of Iowa --Rolling Hills Bank & Trust, Incorporated, State of Iowa --Anita Bancorp Statutory Trust I, Connecticut Statutory Trust


Owns 100% o f 5,200 Owns 3% o f the Co mmo n Shares o utstanding shares

Anita Bancorp Rolling Hills Statutory Trust I Bank & Trust

Report - Item 2(b) -- Branch Verification

Branch verification is attached to FR Y-6

J

Retond!latlon Stens

Submission Pracedure

'

Results: A list of branches far your holding company: ANITA 6ANCORPORATION (1202636) of ATIANTIC, Ii\.

The data are as of12/31/2014. Data renech!nformatlon that was received and processed throuchOl/07/2015,

and Ve1llkat!on 1. In the Data Action column of each branch row,enterone or more of the actions specified below. 2. JI required, enter the date In the Effective Date column,

OK: If the branch !nformatlnn ls tom ct, enter'OK' In the Data Action cnhmin.

Chanl!e: If lhe branch Information ls lncoriect or Incomplete, revise the data, enter'Chane!!' In the Data Action column and the date when thh- Information first became valld Jn the Effective Date column,

dose: !f a branch Usted was sold or dosed, enter'Close' ln the Data Action column and !he sale or dosure date In the Effective Dale column.

Delete: !f a branch listed was never owned by this depository Institution. enter'Delete' In the Data Action co!ttmn.

Add: If a repo1tab!e branch Is mlss!ni:, Jnsert a row, add the bran di data, and enter'Add' In the Data ACl1on column and the openlni;: or acquisition date In theEHect111e Date column.

If pdntlng this list, you may need ta adjllst your page setup In MS face I, Try using landscape oi!entatlon, page scaling, and/or legal sized paper,

When you a111 finished, send a saved copy ta your FRB contact, See the detailed Instructions on lhls slte for mare Information.

lfyou are e·malllng this to your fRB cantact, put your Institution name, city and slate In the subject line of the e·mall,

Note:

To satisfy the FR Y-10 ieporllng requirements, you must also submit FR Y-10 Domesl!c Branch Schedules for each branch with aOata Action of Change, Close, Delete, or Adtl,

llie FR Y•lO report may be submitted ln a hardcopy format or via the FR Y·lO Online application - https://y10onllne.federalreserve.goY.

• FDIC UNINUM, Office Number, and ID_RSSO columns are for reference only. Verlflcatlon of these values Is not requ!rf!d.

Data Actlori Effe:ttive Date Branrh Service Type Branch tD RSSD' Popular Name Street Address City Stale

OK Fu!! Service (Head Office) BB2242 ROLLING HILLS BANK & TRUST 1307 EAST7TH STRE8 ATLANTIC IA

OK flll!Servfce 4121.lBl 502 BROAD STREET BRANCH 502 BROAD STREET ADAIR IA

OK Full Service 2359515 701 MAIN STREET OFFICE 701 MAIN STREET ANITA IA

OK Full Service 3194496 CARSON BRANCH 41B SOUTH COMMERCIAL STREET CARSON IA

DK Futl Service 3079838 101 EAST LOGAN STREET OFFICE 101 EAST LOGAN STREET CASEY IA

DK Full Service 7B4B41 600 MAIN STREET OFFICE 600 MAIN STREET GRISWOLD IA

OK Full Service 2094263 501 SHERMAN OFFICE SOl SHERMAN MENtO IA

OK Ful!Serv!ce 291246 214 MAIN STREET BRANCH 214 MAIN STREET RIPPEY IA

OK Ful!Serv!ce' B59543 STUART BRANCH 615 SOUTH DIVISION STREET STUART IA

OK FuHServ!ce 126946 300 ANTIQUE CITY DRIVE OFFICE 300 ANTIQUE CITY DRIVE WALNUT IA

OK Full Service 106555 BREWSTER BRANCH 224 TENTH STREET BREWSTER MN

DK Full Service 276252 WORTHINGTON BRANCH 229 lOTH STREET WORTHINGTON MN

Zip Code

50022 50002 50020•11 51525 5004B 51535 50164 50235 50250 51577 56ll9 56187

County CASS ADAIR CASS PDTTAWATIAMIE GUTHRIE CASS GUTHRIE GREENE ADAIR POTTAWATIAM!E NOBLES NOBLES

Countrv FOJCUNINLJM• Office Number• Head Ortlce Head omce IO_RS50 Comments

UNITED STATES 9667 O ROlllNG HILLS BANK& TRUST 8B2242 UNITEOSTATES 493114 11 ROlllNG !lilts BANK & TRUST 8B2242 UNJTEOSTATES 233710 l ROU!NG HILLS BANK & TRUST BB2242 UNITED STATES 419479 4 ROLllNG HILLS BANK& TRUST BB2242

UNITED STATES 241717 8 RDlllNG HILLS BANK & TRUST 882242 UNITED STATES 8964 2 ROLllNG HILL5 BANK & TRUST 882242 UNITED STATES 241716 7 ROLUNG HILLS BANK & TRUST 882242

UNITED STATES 170 3 ROLLING HILLS BANK & TRUST 882242 UNITED STATES 11432 • 6 ROLLING HILLS BANK & TRUST 882242 UNITED STATES 9396 5 ROLLING HILLS BANK & TRUST BB2242 UNITED STATES 34ll 9 RolllNG HILLS BANK & TRUST 882242

UNITED STATES 207106 10 ROlUNG HtLLS BANK & TRUST BB2242

http:https://ylrjonllne.federalreserve.govhttps://y10onllne.federalreserve.goY

Percentage

2,020.0 (2)

880.0

I I .57%

5.04%

(2) Includes 970 shares held in Penwell Grain Profit Sharing Trust

Report - Item 3(2)

Not applicable. No shareholders other than those listed in 3(1) above owned or controlled five


Atlantic, Iowa

Holding Company

Report - Item 3(1)

Listing of shareholders that directly or indirectly .own, control or hold with power to vote 5% or more of any class of shares of the bank holding company. No person holds options, warrants or other securities that can be converted into voting securities.

Name and Address Citizenship Shares Owned

Allen Friday Atlantic, Iowa U. S.A. 5,650.0 (I) 32.37%

Lynn F. Johnson Essex, Iowa U.S.A. I ,000.0 5.73%

Kendal C. Warne Atlantic, Iowa U.S.A. 1,150.0 6.59%

Lynn Taylor Villisca, Iowa U.S.A.

Ben R. Doud and Marilee Neff Doud Golden, Colorado U.S.A.

(I) Includes 3,600 shares held in Friday Family Limited Partnership; I, I 84 shares

held by Beth G. Friday lrrev. Trust; 206 shares held by Beth G. Friday, IRA;

360 shares held by Allen Friday; I 00 shares held by A. Randall Friday;

I 50 shares held by N. Kathleen Friday; 50 shares held by N. Kathleen Friday

-

percent or more of Co"mpany's voting securities during the fiscal year.

Report Item 4 -- See schedules attached

Principal Shareholders, Directors, Holding Company

(c)


Atlantic, Iowa

Holding Company

Item 4 - Executive Officer of Bank

(1) Name and address:

(2) Principal occupation if other than with holding company

(3) Title or position with:

(a) l;lank holding company

(b) Subsidiaries of bank holding company:

Rolling Hills Bank & Trust

Other business company

Penwell Grain

E&F Farms Corp.

W&S Appliance

Lynn Taylor Allen Friday Kendal C. Warne June Holliday Charles N. Edwards Villisca, Iowa Atlantic, Iowa Atlantic, Iowa Atlantic, Iowa Atlantic, Iowa

Grain Dealer Farming Appliance Sales Retired Banking

President Vice-President Secretary Director Treasurer and Director and Director and Director and Director

Director Director N/A N/A Chairman of Board and Director

President N/A N/A N/A N/A

N/A President N/A N/A N/A

N/A N/A President N/A N/A

NIA

NIA NIA


Atlantic, Iowa

Holding Company

(4) Number of shares and percentage of voting securities owned, controlled or held with power to vote:

Lynn Taylor Villisca, Iowa

Allen Friday Atlantic, Iowa

Kendal c. Warne Atlantic, Iowa ·

June Holliday Atlantic, Iowa

Charles N. Edwards Atlantic, Iowa

(a) Bank holding company 2,020 shares; 11.57% (2) 5,650 shares; 32.37% (1) 1,150 shares; 6.59% 300 shares; 1.72% 300 shares; 1.72%

(b) Subsidiaries of bank holding company

(c) Other business company

NIA NIA NIA NIA

Penwell Grain 100.00% NIA NIA NIA NIA

E&F Farms Corp. NIA 100.00% NIA

W&S Appliance NIA NIA 100.00% NIA N/A

(1) Includes 3,600 shares held in Friday Family Limited Partnership; 1,184 shares

held by Beth G. Friday lrrev. Trust; 206 shares held by Beth G. Friday, IRA;

360 shares held by Allen Friday; 100 shares held by A. Randall Friday;

150 shares held by N. Kathleen Friday; 50 shares held by N. Kathleen Friday.

(2) Includes 970 shares held in Penwell Grain Profit Sharing Trust

.. ,

FR Y-6 Cover PageReport Item 1: Annual Report to ShareholdersReport Item 2a: Organization ChartReport Item 2b: Domestic Branch ListingReport Item 3: Securities HoldersReport Item 4: Insiders

d c. py approval expires december page board of governors of the federal rese1e...

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