UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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CITIZENS FIRST CORPORATION
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(Exact name of registrant as specified in its charter)
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Kentucky 333-67435 61-0912615
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||
(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1065 Ashley Street, Bowling Green, Kentucky 42103
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(Address of principal executive offices)
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(Zip Code)
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Not Applicable
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||
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
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[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 7.01. REGULATION FD DISCLOSURE.
On October 16, 2014, the Company issued a press release, a copy of which is attached hereto and incorporated herein by reference. See “Item 2.02 Results of Operations and Financial Condition” which is incorporated by reference in this item 7.01.
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ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
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99.1 Press Release dated October 16, 2014.
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CITIZENS FIRST CORPORATION
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(Registrant)
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By: /s/ M. Todd Kanipe
M. Todd Kanipe
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President and Chief Executive Officer
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Date: October 16, 2014
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EXHIBIT INDEX
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99.1 Press Release dated October 16, 2014.
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NEWS
For Immediate Release
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||
Contact:
Todd Kanipe, CEO
tkanipe@citizensfirstbank.com
Steve Marcum, CFO
smarcum@citizensfirstbank.com
Citizens First Corporation
1065 Ashley Street, Suite 150
Bowling Green, KY 42103
270.393.0700
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·
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For the quarter ended September 30, 2014, the Company reported net income of $930,000, which represents an increase of $197,000 from the linked quarter ended June 30, 2014 and an increase of $697,000 from the quarter ended September 30, 2013. “Our continued earnings improvement in 2014 is directly attributable to improved credit quality, loan growth, and a focus on margin,” said Todd Kanipe, President & CEO of Citizens First. “Lower non-performing assets in 2014 have significantly reduced provision and collection expenses. In addition, loan growth in Kentucky and Tennessee and a stable expense structure have combined to improve core earnings.”
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·
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Earnings per diluted common share for the current quarter were $0.38, an increase of $0.09 from the linked quarter ended June 30, 2014 and an increase of $0.36 for the quarter ended September 30, 2013.
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·
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For the nine months ended September 30, 2014, net income totaled $2.35 million, or $0.94 per diluted common share. This represents an increase of $1.21 million, or $0.67 per diluted common share, from the net income of $1.14 million in the first nine months of the previous year.
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·
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The Company’s net interest margin was 3.91% for the quarter ended September 30, 2014 compared to 3.74% for the linked quarter ended June 30, 2014 and 3.88% for the quarter ended September 30, 2013, an increase of 17 basis points for the linked quarter and an increase of 3 basis points from the prior year. The Company’s net interest margin increased from prior periods due to an improvement in the mix of earning assets.
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·
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Net interest income increased $150,000, or 4.3%, as the volume of average loans increased $4.6 million.
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·
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Non-interest income increased $6,000, or 0.8%, primarily due to an increase in other service charges and fees of $57,000 and gain on the sale of mortgage loans of $25,000, offset by a decrease in security gains of $74,000.
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·
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Non-interest expense increased $8,000, or 0.3%, compared to the previous quarter, primarily due to an increase in personnel expense.
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·
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Net interest income increased $45,000, or 1.2%, as the volume of average earning assets increased over the prior year.
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·
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Non-interest income decreased $32,000, or 4.0%, primarily due to a decline in service charges on deposit accounts.
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·
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Non-interest expense decreased $138,000, or 4.2%, due to a decrease in legal and collection expenses.
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·
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Total assets increased $842,000, or 0.2%, from December 31, 2013 to September 30, 2014 due to a growth in loans which was offset primarily by a reduction in federal funds sold. Average assets year-to-date decreased 0.3%, or $1.3 million, from 2013. Average interest earning assets year-to-date decreased 0.2%, or $657,000, from 2013.
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·
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Loans outstanding increased $15.8 million, or 5.4%, from December 31, 2013 to September 30, 2014, while average loans year-to-date decreased $689,000, or 0.2%.
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·
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Non-performing assets totaled $2.2 million, or 0.52% of total assets, at September 30, 2014 compared to $2.0 million, or 0.49% of total assets at December 31, 2013, an increase of $145,000.
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·
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The allowance for loan losses at September 30, 2014 was $4.9 million, or 1.58% of total loans, compared to $4.7 million, or 1.58% of total loans as of December 31, 2013. The allowance increased due to an increase in outstanding loans for the year.
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·
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Deposits decreased $5.8 million, or 1.7%, from December 31, 2013 to September 30, 2014. Average deposits year-to-date increased $4.0 million, or 1.2%, compared to 2013.
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·
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Stockholders’ equity decreased $713,000, or 1.9%, from December 31, 2013 to September 30, 2014. During the first quarter of 2014, the Company paid $3.3 million to repurchase the remaining 93 shares of the Series A preferred stock that the Company had issued to the Treasury in 2008 under the TARP Capital Purchase Program.
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·
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The tangible equity ratio declined slightly to 8.15% as of September 30, 2014 compared to 8.28% at December 31, 2013 due to the repurchase of the Company’s Series A preferred stock noted above. The tangible book value per common share improved from $11.51 at December 31, 2013, to $12.93 at September 30, 2014. The Company and Citizens First Bank are categorized as “well capitalized” under regulatory guidelines.
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Consolidated Statement of Income:
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|||||
Three Months Ended
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|||||
Sept 30
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June 30
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March 31
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Dec 31
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Sept 30
|
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2014
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2014
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2014
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2013
|
2013
|
|
Interest income
|
$4,354
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$4,230
|
$4,181
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$4,411
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$4,381
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Interest expense
|
675
|
701
|
683
|
682
|
747
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Net interest income
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3,679
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3,529
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3,498
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3,729
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3,634
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Provision for loan losses
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-
|
150
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125
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450
|
900
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Non-interest income:
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|||||
Service charges on deposits
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300
|
296
|
261
|
319
|
341
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Other service charges and fees
|
198
|
141
|
153
|
133
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156
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Gain on sale of mortgage loans
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76
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51
|
24
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36
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81
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Non-deposit brokerage fees
|
67
|
75
|
69
|
72
|
91
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Lease income
|
76
|
74
|
75
|
75
|
74
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BOLI income
|
47
|
47
|
47
|
49
|
53
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Securities gains
|
-
|
74
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-
|
27
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-
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Total
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764
|
758
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629
|
711
|
796
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Non-interest expenses:
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|||||
Personnel expense
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1,519
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1,486
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1,527
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1,419
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1,382
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Net occupancy expense
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501
|
479
|
482
|
485
|
499
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Advertising and public relations
|
74
|
93
|
83
|
65
|
70
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Professional fees
|
137
|
149
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153
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141
|
201
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Data processing services
|
250
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248
|
233
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266
|
280
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Franchise shares and deposit tax
|
146
|
145
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146
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145
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146
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FDIC insurance
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73
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74
|
77
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119
|
150
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Core deposit intangible amortization
|
82
|
82
|
84
|
79
|
84
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Postage and office supplies
|
54
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59
|
51
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38
|
35
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Other real estate owned expenses
|
10
|
47
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10
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46
|
7
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Other
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295
|
271
|
216
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258
|
425
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Total
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3,141
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3,133
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3,062
|
3,061
|
3,279
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Income before income taxes
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1,302
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1,004
|
940
|
929
|
251
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Provision for income taxes
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372
|
271
|
249
|
227
|
18
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Net income
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930
|
733
|
691
|
702
|
233
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Dividends and accretion on preferred stock
|
131
|
127
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132
|
184
|
178
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Net income available for common shareholders
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$799
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$606
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$559
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$518
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$55
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Basic earnings per common share
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$0.41
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$0.31
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$0.28
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$0.26
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$0.03
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Diluted earnings per common share
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$0.38
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$0.29
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$0.27
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$0.25
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$0.02
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Key Operating Statistics:
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||||||
Three Months Ended
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||||||
September
30
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June
30
|
March
31
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December
31
|
September
30
|
||
2014
|
2014
|
2014
|
2013
|
2013
|
||
Average assets
|
$412,761
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$419,630
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$414,089
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$408,792
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$413,293
|
|
Average earning assets
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381,471
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387,457
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381,485
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375,658
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380,154
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Average loans
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308,087
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303,489
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303,438
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298,833
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307,618
|
|
Average interest-bearing deposits
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301,378
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309,820
|
305,239
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298,646
|
298,972
|
|
Average deposits
|
343,287
|
350,943
|
346,089
|
340,938
|
340,067
|
|
Average equity
|
37,328
|
36,501
|
36,213
|
38,469
|
37,937
|
|
Average common equity
|
29,669
|
28,842
|
28,046
|
27,548
|
27,023
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|
Return on average assets
|
0.89%
|
0.70%
|
0.68%
|
0.68%
|
0.22%
|
|
Return on average equity
|
9.88%
|
8.05%
|
7.74%
|
7.24%
|
2.44%
|
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Efficiency ratio
|
69.41%
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72.88%
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72.73%
|
68.07%
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72.66%
|
|
Non-interest income to average assets
|
0.73%
|
0.72%
|
0.62%
|
0.69%
|
0.77%
|
|
Non-interest expenses to average assets
|
3.02%
|
2.99%
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3.00%
|
2.97%
|
3.15%
|
|
Net overhead to average assets
|
2.28%
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2.27%
|
2.38%
|
2.28%
|
2.38%
|
|
Yield on loans
|
5.16%
|
5.13%
|
5.14%
|
5.42%
|
5.26%
|
|
Yield on investment securities (TE)
|
2.80%
|
2.94%
|
3.02%
|
2.97%
|
2.87%
|
|
Yield on average earning assets (TE)
|
4.61%
|
4.47%
|
4.53%
|
4.75%
|
4.66%
|
|
Cost of average interest bearing liabilities
|
0.81%
|
0.83%
|
0.83%
|
0.83%
|
0.89%
|
|
Net interest margin (TE)
|
3.91%
|
3.74%
|
3.81%
|
4.03%
|
3.88%
|
|
Number of FTE employees
|
98
|
99
|
98
|
100
|
100
|
|
Asset Quality Indicators:
|
||||||
Non-performing loans to total loans
|
0.50%
|
0.60%
|
0.65%
|
0.40%
|
1.94%
|
|
Non-performing assets to total assets
|
0.52%
|
0.60%
|
0.62%
|
0.49%
|
1.56%
|
|
Allowance for loan losses to total loans
|
1.58%
|
1.59%
|
1.60%
|
1.58%
|
1.60%
|
|
YTD net charge-offs (recoveries) to average loans, annualized
|
0.01%
|
(0.03)%
|
(0.06)%
|
1.22%
|
1.36%
|
|
YTD net charge-offs (recoveries)
|
25
|
(25)
|
(49)
|
3,718
|
3,101
|
Nine Months Ended
|
||
September 30
|
September 30
|
|
2014
|
2013
|
|
Interest income
|
$12,765
|
$13,134
|
Interest expense
|
2,059
|
2,279
|
Net interest income
|
10,706
|
10,855
|
Provision for loan losses
|
275
|
2,200
|
Non-interest income:
|
||
Service charges on deposits
|
857
|
953
|
Other service charges and fees
|
492
|
452
|
Gain on sale of mortgage loans
|
151
|
241
|
Non-deposit brokerage fees
|
211
|
234
|
Lease income
|
225
|
223
|
BOLI income
|
141
|
170
|
Securities gains
|
74
|
37
|
Total
|
2,151
|
2,310
|
Non-interest expenses:
|
||
Personnel expense
|
4,532
|
4,240
|
Occupancy expense
|
1,462
|
1,425
|
Advertising and public relations
|
250
|
258
|
Professional fees
|
439
|
539
|
Data processing services
|
731
|
817
|
Franchise shares and deposit tax
|
437
|
428
|
FDIC insurance
|
224
|
261
|
Core deposit intangible amortization
|
248
|
253
|
Postage and office supplies
|
164
|
113
|
Other real estate owned expenses
|
67
|
38
|
Other
|
782
|
1,168
|
Total
|
9,336
|
9,540
|
Income before income taxes
|
3,246
|
1,425
|
Provision for income taxes
|
892
|
289
|
Net income
|
2,354
|
1,136
|
Dividends and accretion on preferred stock
|
390
|
571
|
Net income available for common shareholders
|
$1,964
|
$565
|
Basic earnings per common share
|
$1.00
|
$0.29
|
Diluted earnings per common share
|
$0.94
|
$0.27
|
Key Operating Statistics:
|
Nine Months Ended
|
||
September
30
|
September
30
|
|
2014
|
2013
|
|
Average assets
|
$415,487
|
$416,763
|
Average earning assets
|
383,470
|
384,127
|
Average loans
|
305,021
|
305,710
|
Average interest-bearing deposits
|
305,465
|
300,637
|
Average deposits
|
346,763
|
342,751
|
Average equity
|
36,685
|
38,810
|
Average common equity
|
28,858
|
27,385
|
Return on average assets
|
0.76%
|
0.36%
|
Return on average equity
|
8.58%
|
3.91%
|
Efficiency ratio
|
71.63%
|
71.30%
|
Non-interest income to average assets
|
0.69%
|
0.74%
|
Non-interest expenses to average assets
|
3.00%
|
3.06%
|
Net overhead to average assets
|
2.31%
|
2.32%
|
Yield on loans
|
5.14%
|
5.35%
|
Yield on investment securities (TE)
|
2.90%
|
2.87%
|
Yield on average earning assets (TE)
|
4.54%
|
4.66%
|
Cost of average interest bearing liabilities
|
0.82%
|
0.91%
|
Net interest margin (TE)
|
3.82%
|
3.87%
|
Consolidated Statement of Condition:
|
As of
|
As of
|
As of
|
September 30,
|
December 31,
|
December 31,
|
|
2014
|
2013
|
2012
|
|
Cash and due from financial institutions
|
$ 9,010
|
$ 8,572
|
$9,549
|
Federal funds sold
|
4,230
|
28,490
|
25,250
|
Available for sale securities
|
62,248
|
51,633
|
46,639
|
Loans held for sale
|
-
|
-
|
61
|
Loans
|
310,877
|
295,068
|
298,754
|
Allowance for loan losses
|
(4,903)
|
(4,653)
|
(5,721)
|
Premises and equipment, net
|
10,801
|
11,054
|
11,568
|
Bank owned life insurance (BOLI)
|
7,947
|
7,806
|
7,587
|
Federal Home Loan Bank Stock, at cost
|
2,025
|
2,025
|
2,025
|
Accrued interest receivable
|
1,638
|
1,554
|
1,660
|
Deferred income taxes
|
1,596
|
2,279
|
2,180
|
Intangible assets
|
4,514
|
4,762
|
5,094
|
Other real estate owned
|
588
|
833
|
191
|
Other assets
|
446
|
752
|
1,719
|
Total Assets
|
$411,017
|
$410,175
|
$406,556
|
Deposits:
|
|||
Noninterest bearing
|
$ 42,579
|
$ 39,967
|
$ 41,725
|
Savings, NOW and money market
|
138,214
|
143,602
|
111,194
|
Time
|
156,392
|
159,382
|
178,814
|
Total deposits
|
$337,185
|
$342,951
|
$331,733
|
FHLB advances and other borrowings
|
29,000
|
22,000
|
26,000
|
Subordinated debentures
|
5,000
|
5,000
|
5,000
|
Accrued interest payable
|
231
|
243
|
238
|
Other liabilities
|
1,967
|
1,634
|
2,019
|
Total Liabilities
|
373,383
|
371,828
|
364,990
|
6.5% Cumulative preferred stock
|
7,659
|
7,659
|
7,659
|
Series A preferred stock
|
-
|
3,266
|
6,519
|
Common stock
|
27,072
|
27,072
|
27,072
|
Retained earnings (deficit)
|
2,617
|
653
|
(430)
|
Accumulated other comprehensive income (loss)
|
286
|
(303)
|
746
|
Total Stockholders’ Equity
|
37,634
|
38,347
|
41,566
|
Total Liabilities and Stockholders’ Equity
|
$411,017
|
$410,175
|
$406,556
|
September 30, 2014
|
December 31, 2013
|
December 31, 2012
|
||
Capital Ratios:
|
||||
Tier 1 leverage
|
9.23%
|
9.57%
|
10.20%
|
|
Tier 1 risk-based capital
|
11.30%
|
12.56%
|
13.16%
|
|
Total risk based capital
|
12.55%
|
13.81%
|
14.41%
|
|
Tangible equity ratio (1)
|
8.15%
|
8.28%
|
9.08%
|
|
Tangible common equity ratio (1)
|
6.26%
|
5.59%
|
5.55%
|
|
Book value per common share
|
$15.22
|
$13.93
|
$13.91
|
|
Tangible book value per common share (1)
|
$12.93
|
$11.51
|
$11.32
|
|
End of period common share closing price
|
$11.79
|
$9.86
|
$8.78
|
|
_____________
|
(1)
|
The tangible equity ratio, tangible common equity ratio and tangible book value per common share, while not required by accounting principles generally accepted in the United States of America (GAAP), are considered critical metrics with which to analyze banks. The ratio and per share amount have been included to facilitate a greater understanding of the Company’s capital structure and financial condition. See the Regulation G Non-GAAP Reconciliation table for reconciliation of this ratio and per share amount to GAAP.
|
Regulation G Non-GAAP Reconciliation:
|
September 30, 2014
|
December 31, 2013
|
December 31, 2012
|
|
Total shareholders’ equity (a)
|
$37,634
|
$38,348
|
$41,566
|
|
Less:
|
||||
Preferred stock
|
(7,659)
|
(10,925)
|
(14,178)
|
|
Common equity (b)
|
29,975
|
27,423
|
27,388
|
|
Goodwill
|
(4,097)
|
(4,097)
|
(4,097)
|
|
Intangible assets
|
(417)
|
(665)
|
(997)
|
|
Tangible common equity (c)
|
25,461
|
22,661
|
22,294
|
|
Add:
|
||||
Preferred stock
|
7,659
|
10,925
|
14,178
|
|
Tangible equity (d)
|
$33,120
|
$33,586
|
$36,472
|
|
Total assets (e)
|
$411,017
|
$410,175
|
$406,556
|
|
Less:
|
||||
Goodwill
|
(4,097)
|
(4,097)
|
(4,097)
|
|
Intangible assets
|
(417)
|
(665)
|
(997)
|
|
Tangible assets (f)
|
$406,503
|
$405,413
|
$401,462
|
|
Shares outstanding (in thousands) (g)
|
1,969
|
1,969
|
1,969
|
|
Book value per common share (b/g)
|
$15.22
|
$13.93
|
$13.91
|
|
Tangible book value per common share (c/g)
|
$12.93
|
$11.51
|
$11.32
|
|
Total shareholders’ equity to total assets ratio (a/e)
|
9.16%
|
9.35%
|
10.22%
|
|
Tangible equity ratio (d/f)
|
8.15%
|
8.28%
|
9.08%
|
|
Tangible common equity ratio (c/f)
|
6.26%
|
5.59%
|
5.55%
|