UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): April 19, 2017
UNITED BANCSHARES, INC.
(Exact name of Registrant as specified in its Charter)
Ohio | 000-29283 | 34-1516518 | ||
(State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification Number) | ||
100 S. High Street, Columbus Grove, Ohio | 45830-1241 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: |
| (419) 659-2141 | ||
N/A
(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 (see General Instruction A.2. below):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On April 19, 2017, United Bancshares, Inc. issued an earnings release announcing its financial results for the quarter and three month period ended March 31, 2017. A copy of the earnings release (Exhibit 99.1) and unaudited financial information (Exhibit 99.2) are attached.
The information in this Item 2.02, including Exhibit 99.1 and Exhibit 99.2 furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as otherwise stated in such filing.
Item 7.01 Regulation FD Disclosure.
On April 19, 2017, United Bancshares, Inc. issued an earnings release announcing its financial results for the quarter and three month period ended March 31, 2017 and that its Board of Directors approved a cash dividend of $0.12 per common share payable June 15, 2017 to shareholders of record at the close of business on May 31, 2017. A copy of the release (Exhibit 99.1) and unaudited financial information (Exhibit 99.2) are attached.
The information in this Item 7.01, including Exhibit 99.1 and Exhibit 99.2 furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act or the Exchange Act, except as otherwise stated in such filing.
Item 8.01 Other Events
On April 19, 2017, United Bancshares, Inc. issued a release announcing that its Board of Directors approved a cash dividend of $0.12 per common share payable June 15, 2017 to shareholders of record at the close of business on May 31, 2017. A copy of the release (Exhibit 99.1) is attached.
The information in this Item 8.01, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act or the Exchange Act, except as otherwise stated in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | ||||||||
99.1 | Release dated April 19, 2017 | ||||||||
99.2 | Unaudited Financial Information | ||||||||
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 thereunto duly authorized.
United Bancshares, Inc. | ||||||
Date: April 19, 2017 | By: /s/ Brian D. Young | |||||
Brian D. Young President and Chief Executive Officer | ||||||
Exhibit 99.1
On April 19, 2017, United Bancshares, Inc. issued the following release:
United Bancshares, Inc. (Nasdaq: UBOH – news), a bank holding company headquartered in Columbus Grove, Ohio with consolidated assets of $640.5 million today announced operating results for the quarter and three month period ended March 31, 2017 and that its Board of Directors approved a cash dividend of $0.12 per common share payable June 15, 2017 to shareholders of record at the close of business on May 31, 2017.
For the quarter ended March 31, 2017, the Corporation reported net income of $1,394,000, or $0.43 basic earnings per share. This compares to the first quarter of 2016 net income of $1,308,000, or $0.40 basic earnings per share. The increase in operating results for the first quarter of 2017 as compared to the same period in 2016 was primarily attributable to increases in interest income of $223,000 and non-interest income of $141,000 offset by an increase in interest expense of $95,000, non-interest expenses of $77,000 and provision for income taxes of $56,000. Additionally, the quarter ended March 31, 2017 was positively impacted by a credit for loan and lease losses of $350,000 compared to a $400,000 credit for loan and lease losses for the first quarter of 2016.
For the quarter ended March 31, 2017, non-interest income was $1,260,000, compared to $1,119,000 for the first quarter of 2016, a $141,000 (12.6%) increase which was primarily attributable to increases in gain on sales of loans of $48,000 and other operating income of $131,000 offset by a decrease in gain on sales of securities of $38,000.
For the quarter ended March 31, 2017, non-interest expenses were $4,633,000, compared to $4,556,000 for the first quarter of 2016, a $77,000 (1.7%) increase which was primarily attributable to increases in salaries and benefits expense, premises and fixed asset, advertising and promotion, media and Ohio financial institutions tax, offset by decreases in FDIC assessment and loan closing fee expenses.
Total assets amounted to $640.5 million at March 31, 2017, compared to $633.1 million at December 31, 2016, an increase of $7.4 million (1.2%). The increase in total assets was primarily the result of an increase of $5.8 million (1.6%) in net loans and leases, $1.2 million (8.1%) in cash and cash equivalents, and $1.1 million (8.1%) in premises and equipment. Deposits during this same period increased $9.3 million, or 1.8%.
Shareholders’ equity increased from $72.6 million at December 31, 2016 to $74.0 million at March 31, 2017. This increase was primarily the result of net income of $1,394,000 and a $371,000 decrease in unrealized securities losses, net of tax, offset by dividends paid of $393,000. The decrease in unrealized securities losses during the three month period ended March 31, 2017, was the result of customary and expected changes in the bond market. Net unrealized gains and losses on securities are reported as accumulated other comprehensive income in the consolidated balance sheets.
United Bancshares, Inc. is the holding company of The Union Bank Company which serves Allen, Delaware, Hancock, Marion, Putnam, Sandusky, Van Wert and Wood Counties in Ohio, with office locations in Bowling Green, Columbus Grove, Delaware, Delphos, Findlay, Gibsonburg, Kalida, Leipsic, Lima, Marion, Ottawa, and Pemberville, Ohio.
This release may contain certain forward-looking statements that are provided to assist in the understanding of anticipated future financial performance. However, such performance involves risk and uncertainties that may cause actual results to differ materially. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to, the strength of the local economies in which operations are conducted, the effects of and changes in policies and laws of regulatory agencies, inflation, and interest rates. For further discussion of certain factors that may cause such forward-looking statements to differ materially from actual results, refer to the 2016 Form 10-K.
Exhibit 99.2
United Bancshares, Inc.
Quarterly Report
March 31, 2017
Shareholders, Clients and Team Members:
I am pleased to report that your Company is off to a great start in 2017. In addition to reporting pre-tax income of approximately $1.8 million for the quarter ended March 31, 2017, the Company reported increases in interest income, non-interest income, return on average assets, return on average equity, loans, deposits, and total assets as compared to the same period in 2016. I can also report that the Board of Directors declared a $0.12 per common share dividend payable June 15, 2017 to shareholders of record at the close of business on May 31, 2017.
On March 22, 2017 we also announced that the Company had signed a definitive merger agreement under which we agreed to acquire all of the stock of Benchmark Bancorp, Inc., the holding company for Benchmark Bank, in an all-cash transaction valued at $29.5 million. The closing of the transaction is expected to occur in the third quarter of 2017. This further expansion in central Ohio is expected to give the Company immediate asset growth and income accretion, as well as a larger geographic presence in the State’s fastest growing region.
While the acquisition is expected to provide the aforementioned benefits, I am most excited about this transaction because of the opportunity to work with a great group of team members that have built Benchmark to where it is today.
The continued success of your Company is the undeniable result of the ongoing efforts of the Company’s dedicated team members and Board of Directors in implementing our Strategic Plan. Their efforts and our strong corporate values of respect for and accountability to our shareholders, clients, colleagues, and communities are the foundation for the continued success of your Company.
As always, we greatly appreciate your continued support and the trust you have placed in us.
Respectfully,
Brian D. Young
President & CEO
United Bancshares, Inc.
and Subsidiary
Financial Information (unaudited) | Three months ended March 31, 2017 | Three months ended March 31, 2016 | ||
(dollars in thousands, except per share data) | ||||
CONDENSED STATEMENT OF INCOME | ||||
Interest income | $ 5,468 | $ 5,245 | ||
Interest expense | 609 | 514 | ||
Net interest income | 4,859 | 4,731 | ||
Credit for loan and lease losses | (350) | (400) | ||
Net interest income after credit for loan and lease losses | 5,209 | 5,131 | ||
Non-interest income | 1,260 | 1,119 | ||
Non-interest expenses | 4,633 | 4,556 | ||
Income before income taxes | 1,836 | 1,694 | ||
Provision for income taxes | 442 | 386 | ||
Net income | $ 1,394 | $ 1,308 | ||
Average common shares outstanding (basic) | 3,266,990 | 3,301,206 | ||
PER COMMON SHARE | ||||
Net income | $ 0.43 | $ 0.40 | ||
Book value | $22.64 | $22.34 | ||
Tangible book value | $19.33 | $19.02 | ||
Closing price | $20.81 | $18.60 | ||
FINANCIAL RATIOS | ||||
Return on average assets | 0.88% | 0.86% | ||
Return on average equity | 7.64% | 7.20% | ||
Net interest margin | 3.51% | 3.53% | ||
Efficiency ratio | 73.19% | 75.82% | ||
Loans to deposits | 71.45% | 68.35% | ||
Allowance for loan and lease losses to loans | 0.78% | 1.02% | ||
PERIOD END BALANCES | ||||
As of March 31, 2017 | As of March 31, 2016 | |||
Assets | $640,540 | $616,676 | ||
Loans and leases, gross | $381,529 | $358,895 | ||
Deposits | $533,993 | $525,701 | ||
Shareholders' equity | $ 73,960 | $ 73,660 | ||
Common shares outstanding | 3,267,049 | 3,297,095 |
UNITED BANCSHARES, INC.
DIRECTORS
Robert L. Benroth
Daniel W. Schutt – Vice Chairman
James N. Reynolds - Chairman
R. Steven Unverferth
H. Edward Rigel
Brian D. Young
David P. Roach
OFFICERS
Brian D. Young - President/CEO
Heather M. Oatman - Secretary
Daniel J. Lucke – Chief Financial Officer
THE UNION BANK COMPANY
DIRECTORS
Robert L. Benroth
H.Edward Rigel
Anthony M.V. Eramo
David P. Roach
Herbert H. Huffman
Robert M. Schulte, Sr.
Kevin L. Lammon
Daniel W. Schutt
William R. Perry
R. Steven Unverferth
James N. Reynolds
Brian D. Young - Chairman/President/CEO
INVESTOR MATERIALS:
United Bancshares, Inc. has traded its common stock on the NASDAQ Markets Exchange under the symbol “UBOH” since March 2001. Annual and quarterly shareholder reports, regulatory filings, press releases, and articles about United Bancshares, Inc. are available in the Shareholder Information section of our website www.theubank.com or by calling 1-800-837-8111.
Locations
1300 N. Main St.
Bowling Green, OH 43402
419-353-6088
100 S. High St.
Columbus Grove, OH 45830
419-659-2141
101 Progressive Dr.
Columbus Grove, OH 45830
419-659-4250
30 Coal Bend
Delaware, OH 43015
740-549-3400
114 E. 3rd St.
Delphos, OH 45833
419-692-2010
1500 Bright Rd.
Findlay, OH 45840
419-424-1400
230 W. Madison St.
Gibsonburg, OH 43431
419-637-2124
110 E. North St.
Kalida, OH 45853
419-532-3366
318 S. Belmore St.
Leipsic, OH 45856
419-943-2171
1410 Bellefontaine Ave.
Lima, OH 45804
419-229-6500
3211 Elida Rd.
Lima, OH 45805
419-331-3211
701 Shawnee Rd.
Lima, OH 45805
419-228-2114
111 S. Main St.
Marion, OH 43302
740-387-2265
220 Richland Rd.
Marion, OH 43302
740-386-2171
245 W. Main St.
Ottawa, OH 45875
419-523-2265
132 E. Front St.
Pemberville, OH 43450
419-287-3211