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): July 20, 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) | ||
105 Progressive Drive, 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition.
On July 20, 2017, United Bancshares, Inc. issued an earnings release announcing its financial results for the quarter and six month period ended June 30, 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 July 20, 2017, United Bancshares, Inc. issued an earnings release announcing its financial results for the quarter and six month period ended June 30, 2017 and that its Board of Directors approved a cash dividend of $0.12 per common share payable September 15, 2017 to shareholders of record at the close of business on August 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 July 20, 2017, United Bancshares, Inc. issued a release announcing that its Board of Directors approved a cash dividend of $0.12 per common share payable September 15, 2017 to shareholders of record at the close of business on August 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 July 20, 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: July 20, 2017 | By: /s/ Brian D. Young | |||||
Brian D. Young President and Chief Executive Officer | ||||||
Exhibit 99.1
On July 20, 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 $636.7 million today announced operating results for the quarter and six month period ended June 30, 2017 and that its Board of Directors approved a cash dividend of $0.12 per common share payable September 15, 2017 to shareholders of record at the close of business on August 31, 2017.
For the quarter ended June 30, 2017, the Corporation reported net income of $1,185,000, or $0.36 basic earnings per share. This compares to the second quarter of 2016 net income of $1,336,000, or $0.40 basic earnings per share. The decrease in operating results for the second quarter of 2017 as compared to the same period in 2016 was primarily attributable to increases in non-interest expenses of $528,000 and interest expense of $93,000 offset by increases in interest income of $617,000 and non-interest income of $62,000, as well as a decrease in provision for income taxes of $91,000. Additionally, operating results for the quarter ended June 30, 2016 were positively impacted by a credit for loan and lease losses of $300,000.
For the quarter ended June 30, 2017, non-interest income was $1,125,000, compared to $1,063,000 for the second quarter of 2016, a $62,000 (5.8%) increase, which was primarily attributable to an increase in other operating income of $103,000 offset by decreases in gain on sales of loans of $24,000 and securities losses of $1,000, compared to a gain on sales of securities of $16,000 for the quarter ended June 30, 2016.
For the quarter ended June 30, 2017, non-interest expenses were $4,889,000, compared to $4,361,000 for the second quarter of 2016, a $528,000 (12.1%) increase. For the six month period ended June 30, 2017, non-interest expenses totaled $9,522,000, compared to $8,917,000 for the same period of 2016, an increase of $605,000 (6.8%). The increase in non-interest expenses for the quarter and six month periods ended June 30, 2017 was primarily attributable to increases in salary and benefits of $379,000 and $565,000, respectively. Other non-interest expenses contributing to the increase for the quarter and six month periods includes occupancy, data processing, advertising and promotion, legal fees and Ohio financial institutions tax, offset by a decrease in loan closing fee expenses. Also contributing to the increase in non-interest expenses were costs incurred relating to the Benchmark Bank merger, which is expected to be completed during the third quarter of 2017. Such costs aggregated $106,000 and $144,000, respectively, for the quarter and six month periods ended June 30, 2017.
Total assets amounted to $636.7 million at June 30, 2017, compared to $633.1 million at December 31, 2016, an increase of $3.6 million (0.6%). The increase in total assets was primarily the result of an increase of $8.7 million (2.3%) in net loans and leases and $3.6 million (27.0%) in premises and equipment offset by decreases in securities of $6.2 million (3.3%) and $1.3 million (9.0%) in cash and cash equivalents. Deposits during this same period increased $12.6 million, or 2.4%. The decrease in securities was largely due to sales and maturities of securities occurring during the latter part of the quarter ended June 30, 2017, including the $2.2 million redemption of the Bank’s only level 3 available-for-sale security. The increase in premises and equipment includes the impact of $3.8 million expended in 2017 on the Corporation’s new operations center located in Columbus Grove, which was completed in May 2017.
Shareholders’ equity increased from $72.6 million at December 31, 2016 to $75.6 million at June 30, 2017. This increase was primarily the result of net income of $2,579,000 and $1,157,000 of other comprehensive income from available-for-sale securities market value changes, net of tax, offset by dividends paid of $785,000. The market value changes for available-for-sale securities during the six month period ended June 30, 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 or loss 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
June 30, 2017
Shareholders, Clients and Team Members:
I am pleased to inform you that your Company reported positive results for the first half of 2017. In addition to reporting pre-tax income of approximately $3.3 million, the Company reported increases in interest income, non-interest income, loans, deposits, and total assets as compared to the same period in 2016. The Company also reported that the Board of Directors declared a $0.12 per common share dividend payable September 15, 2017 to shareholders of record at the close of business on August 31, 2017.
In the first quarter we announced that your Company had signed a definitive merger agreement under which we agreed to acquire all of the stock of Benchmark Bancorp, Inc. in an all-cash transaction. Your team continues to work diligently to close the transaction, which is expected to be completed in the third quarter of 2017. This acquisition is not only expected to give your Company immediate asset growth and income accretion, but will also give your Company a larger geographic presence in Ohio’s fastest growing region.
We continue to work to manage your investment through several capital management strategies. Those strategies include increasing earning assets through organic growth and acquisition, share repurchasing, improving the net margin of our assets, and balancing those with a regular payment of dividends. I am also pleased to report that in 2017 the Company’s shares have been regularly trading at increased price levels, reaching as high as $23.50 during June 2017.
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) | Six months ended June 30, 2017 | Six months ended June 30, 2016 | ||
(dollars in thousands, except per share data) | ||||
CONDENSED STATEMENT OF INCOME | ||||
Interest income | $ 11,388 | $ 10,548 | ||
Interest expense | 1,259 | 1,071 | ||
Net interest income | 10,129 | 9,477 | ||
Credit for loan and lease losses | (350) | (700) | ||
Net interest income after credit for loan and lease losses | 10,479 | 10,177 | ||
Non-interest income | 2,385 | 2,181 | ||
Non-interest expenses | 9,522 | 8,917 | ||
Income before income taxes | 3,342 | 3,441 | ||
Provision for income taxes | 763 | 798 | ||
Net income | $ 2,579 | $ 2,643 | ||
Average common shares outstanding (basic) | 3,267,020 | 3,299,064 | ||
PER COMMON SHARE | ||||
Net income | $ 0.79 | $ 0.80 | ||
Book value | $23.13 | $22.85 | ||
Tangible book value | $19.83 | $19.54 | ||
Closing price | $22.30 | $17.80 | ||
FINANCIAL RATIOS | ||||
Return on average assets | 0.81% | 0.86% | ||
Return on average equity | 6.97% | 7.21% | ||
Net interest margin | 3.62% | 3.51% | ||
Efficiency ratio | 73.89% | 74.50% | ||
Loans to deposits | 71.53% | 70.27% | ||
Allowance for loan and lease losses to loans | 0.74% |
| 0.94% | |
PERIOD END BALANCES | ||||
As of June 30, 2017 | As of June 30, 2016 | |||
Assets | $636,678 | $618,053 | ||
Loans and leases, gross | $384,311 | $359,773 | ||
Deposits | $537,303 | $511,961 | ||
Shareholders' equity | $ 75,557 | $ 75,332 | ||
Common shares outstanding | 3,267,049 | 3,296,745 |
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