-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BexrKPZxe8cdQZJ+wsPu5NlE8pyJawydjs/9PcFoXG8STwA/X/oMMC+8rSM/HvtC SCyKuMYqGwgiS31Lsagkyw== 0000909654-06-000293.txt : 20060202 0000909654-06-000293.hdr.sgml : 20060202 20060202101759 ACCESSION NUMBER: 0000909654-06-000293 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060131 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060202 DATE AS OF CHANGE: 20060202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL BANCORP INC /MA/ CENTRAL INDEX KEY: 0001076394 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 043447594 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25251 FILM NUMBER: 06571901 BUSINESS ADDRESS: STREET 1: 399 HIGHLAND AVENUE CITY: SOMERVILLE STATE: MA ZIP: 02144 BUSINESS PHONE: 6176284000 MAIL ADDRESS: STREET 1: 399 HIGHLAND AVENUE CITY: SOMERVILLE STATE: MA ZIP: 02144 8-K 1 central8kfeb1.txt 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 31, 2006 CENTRAL BANCORP, INC. --------------------- (Exact Name Of Registrant As Specified In Charter) MASSACHUSETTS 0-25251 04-3447594 ------------- ------- ---------- (State Or Other Jurisdiction (Commission (IRS Employer Of Incorporation) File Number) Identification No.) 399 HIGHLAND AVENUE, SOMERVILLE, MASSACHUSETTS 02144 - ----------------------------------------------------------------------- (Address Of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (617) 628-4000 -------------- NOT APPLICABLE ---------------------------------------------------------- (Former Name Or Former Address, If Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 2 ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On January 31, 2006, Central Bancorp, Inc. (the "Company") announced its unaudited financial results for its third fiscal quarter and the nine months ended December 31, 2005. For more information, reference is made to the Company's press release dated January 31, 2006, a copy of which is attached to this Report as Exhibit 99 and is furnished herewith. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (a) Not applicable. (b) Not applicable. (c) The following exhibit is furnished herewith: Exhibit 99 Press Release dated January 31, 2006 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CENTRAL BANCORP, INC. Date: February 1, 2006 By: /s/ Paul S. Feeley ------------------------------------ Paul S. Feeley Senior Vice President, Treasurer and Chief Financial Officer EX-99 2 centralexb99feb1.txt 1 NEWS RELEASE Contact: Paul S. Feeley For Release: Immediately Senior Vice President, Treasurer & Chief Financial Officer (617) 628-4000 CENTRAL BANCORP REPORTS IMPROVED QUARTERLY EARNINGS SOMERVILLE, MASSACHUSETTS, January 31, 2006 - Central Bancorp, Inc. (NASDAQ:CEBK) today reported that its net income improved more than 16% to $796,000, or $.55 per diluted share, for the quarter ended December 31, 2005, from $686,000, or $.48 per diluted share, for the corresponding quarter in the prior fiscal year. The Company's earnings for the nine months ended December 31, 2005 of $2,125,000, or $1.48 per diluted share, rose over 29% from the earnings of $1,646,000, or $1.09 per diluted share, for the nine months ended December 31, 2004. The earnings improvement for the quarterly periods included a $105,000 increase in net interest and dividend income and a $70,000 increase in total non-interest income primarily attributable to a continuing higher level of deposit-related fees earned during the period, offset partially by a decline in gains on sales of loans as the volume of this business has slowed in recent months. Central Bancorp's Chairman, President & Chief Executive Officer, John D. Doherty, commented, "The December 2005 quarterly results represented the fifth consecutive time in which our quarterly earnings have surpassed the corresponding quarter of the previous year. At December 31, 2005, our deposits of nearly $360 million were at the highest level in the Company's history -- growing by more than $9 million during the quarter as we continued to offer special Certificate of Deposit programs at attractive rates. We had only one non-performing loan totaling $120,000 at December 31, 2005." The earnings improvement for the nine months ended December 31, 2005 was primarily attributable to increases of $824,000 in net interest and dividend income and $223,000 in total non-interest income. While the net interest spread and margins remained virtually unchanged, interest earning assets increased significantly, resulting in the increased earnings. The increases in total non-interest income continued to be driven by increases in deposit-related fees and (CONTINUED) 2 CENTRAL BANCORP, INC. PAGE 2 OF 3 commissions from non-deposit investment products, offset partially by lower levels of gains on sales of loans and investments as a result of a decline in activity as well as the previously reported charge of $283,000 in the September 2005 quarter associated with a restructuring that involved voluntary employment termination packages offered to selected employees. Central Bancorp, Inc. is the holding company for Central Bank, whose legal name is Central Co-operative Bank, a Massachusetts-chartered co-operative bank operating eight full service banking offices, a limited service high school branch in suburban Boston and a stand alone 24-hour automated teller machine in Somerville. (SEE ACCOMPANYING TABLES.) - -------------------------------------------------------------------------------- THIS PRESS RELEASE MAY CONTAIN CERTAIN FORWARD-LOOKING STATEMENTS, WHICH ARE BASED ON MANAGEMENT'S CURRENT BELIEFS AND EXPECTATIONS, AS WELL AS THE ASSUMPTIONS MADE USING INFORMATION CURRENTLY AVAILABLE TO MANAGEMENT. SINCE THESE STATEMENTS REFLECT THE VIEWS OF MANAGEMENT CONCERNING FUTURE EVENTS, THESE STATEMENTS INVOLVE RISKS, UNCERTAINTIES AND ASSUMPTIONS. THESE RISKS AND UNCERTAINTIES INCLUDE AMONG OTHERS: GENERAL ECONOMIC CONDITIONS, CHANGES IN INTEREST RATES, DEPOSIT FLOWS, REAL ESTATE VALUES AND COMPETITION, CHANGES IN ACCOUNTING PRINCIPLES, POLICIES OR GUIDELINES, CHANGES IN LEGISLATION OR REGULATION, AND OTHER ECONOMIC, COMPETITIVE, GOVERNMENTAL, REGULATORY AND TECHNOLOGICAL FACTORS AFFECTING THE COMPANY'S OPERATIONS, PRICING, PRODUCTS AND SERVICES. ADDITIONALLY, OTHER RISKS AND UNCERTAINTIES MAY BE DESCRIBED IN THE COMPANY'S QUARTERLY REPORTS ON FORM 10-Q AND ITS ANNUAL REPORTS ON FORM 10-K, EACH FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, WHICH ARE AVAILABLE AT THE SECURITIES AND EXCHANGE COMMISSION'S INTERNET WEBSITE (WWW.SEC.GOV) AND TO WHICH REFERENCE IS HEREBY MADE. THEREFORE, ACTUAL FUTURE RESULTS MAY DIFFER SIGNIFICANTLY FROM RESULTS DISCUSSED IN THESE FORWARD-LOOKING STATEMENTS AND UNDUE RELIANCE SHOULD NOT BE PLACED ON SUCH STATEMENTS. THE COMPANY ASSUMES NO OBLIGATION TO UPDATE ANY FORWARD-LOOKING STATEMENTS. - -------------------------------------------------------------------------------- 3 CENTRAL BANCORP, INC. PAGE 3 OF 3
CENTRAL BANCORP, INC. CONSOLIDATED OPERATING DATA (IN THOUSANDS, EXCEPT PER SHARE DATA) Quarter Ended Nine Months Ended December 31, December 31, ---------------------------------------------- 2005 2004 2005 2004 ---------------------------------------------- (Unaudited) (Unaudited) Net interest and dividend income $4,079 $ 3,974 $12,451 $11,627 Provision for loan losses -- -- 100 50 Net gain on sales and write-downs of investment securities 93 84 306 432 Gain on sale of loans 44 85 183 204 Other non-interest income 310 208 1,058 688 Non-interest expenses 3,302 (3,249) (10,621) (10,254) ------- -------- -------- -------- Income before taxes 1,224 1,102 3,277 2,647 Provision for income taxes 428 416 1,152 1,001 ------- -------- -------- -------- Net income $ 796 $ 686 $ 2,125 $ 1,646 ======= ======== ======== ======== Earnings per share: Basic $ .56 $ .49 $ 1.49 $ 1.10 ======= ======== ======== ======== Diluted $ .55 $ .48 $ 1.48 $ 1.09 ======= ======== ======== ======== Weighted average number of shares outstanding: Basic 1,431 1,413 1,427 1,503 ======= ======== ======== ======== Diluted 1,440 1,424 1,435 1,515 ======= ======== ======== ======== Outstanding shares, end of period 1,590 1,589 1,590 1,589 ======= ======== ======== ========
SELECTED CONSOLIDATED BALANCE SHEET DATA (IN THOUSANDS, EXCEPT PER SHARE DATA) DECEMBER 31, March 31, 2005 2005 --------------------------- Total assets $ 536,867 $ 521,071 Investment securities available for sale 97,037 108,616 Total loans (1) 413,787 388,603 Allowance for loan losses 3,783 3,681 Deposits 359,540 333,215 Borrowings 129,129 141,197 Subordinated debenture 5,258 5,258 Stockholders' equity 39,155 38,239 Book value per share 24.63 24.07 - -------------------------- (1) Includes loans held for sale of $1,056 and $2,221 at December 31, 2005 and March 31, 2005, respectively. -----END PRIVACY-ENHANCED MESSAGE-----