UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): October 24, 2018
UNITED BANCSHARES, INC.
(Exact name of Registrant as specified in its Charter)
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Ohio |
000-29283 |
34-1516518 |
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(State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification Number) |
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105 Progressive Drive, Columbus Grove, Ohio |
45830-1241 |
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(Address of principal executive offices) |
(Zip Code) |
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Registrant’s telephone number, including area code: |
(419) 659-2141 |
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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):
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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)) |
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 ☐
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On October 24, 2018, United Bancshares, Inc. issued an earnings release announcing its financial results for the quarter and nine month period ended September 30, 2018. 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 October 24, 2018, United Bancshares, Inc. issued an earnings release announcing its financial results for the quarter and nine month period ended September 30, 2018. 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 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
Description |
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99.1 |
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99.2 |
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.
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United Bancshares, Inc. |
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| Date: October 24, 2018 |
By: |
/s/ Brian D. Young |
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Brian D. Young |
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President and Chief Executive Officer |
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Exhibit 99.1
On October 24, 2018, 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 $815.2 million today announced operating results for the quarter and nine month period ended September 30, 2018.
The operating results for the nine months ended September 30, 2018, as compared to the first nine months of 2017, were largely impacted by the September 8, 2017 acquisition of Benchmark Bancorp, Inc. and its wholly-owned subsidiary Benchmark Bank (together, “Benchmark”), which resulted in the Corporation acquiring assets with an estimated fair value of $113.8 million. The post-September 8, 2017 operations for Benchmark are included in the operations of the Corporation.
For the quarter ended September 30, 2018, the Corporation reported net income of $1,786,000, or $0.55 basic earnings per share. This compares to the third quarter of 2017 net income of $402,000, or $0.12 basic earnings per share. The increase in operating results for the third quarter of 2018 as compared to the same period in 2017 was primarily attributable to increases in net interest income of $1,364,000 and non-interest income of $1,104,000, offset by increases in non-interest expenses of $822,000, a provision for loan losses of $150,000, and provision for income taxes of $112,000.
Net income for the nine months ended September 30, 2018 totaled $5,785,000, or $1.77 basic earnings per share compared to $2,981,000, or $0.91 basic earnings per share for the same period in 2017. Compared with the same period in 2017, net income increased $2,804,000, or 94.1%. The increase in operating results for the nine month period ended September 30, 2018 as compared to the nine month period ended September 30, 2017 was primarily attributable to increases in net interest income of $5,091,000, non-interest income of $3,130,000, offset by an increase in non-interest expenses of $4,650,000, a provision for loan losses of $350,000 compared to a credit for loan losses of $350,000 for the nine months ended September 30, 2017, as well as an increase in the provision for income taxes of $68,000.
For the quarter ended September 30, 2018, non-interest income was $2,464,000, compared to $1,360,000 for the third quarter of 2017, a $1,104,000 (81.2%) increase, which was primarily attributable to increases in gain on sales of loans of $1,234,000 offset by decreases in other operating income of $88,000. For the nine months ended September 30, 2018, non-interest income was $6,875,000, compared to $3,745,000 for same period in 2017, an increase of $3,130,000 (83.6%) which was primarily attributable to increases in gain on sales of loans of $2,959,000 and other operating income of $288,000, offset by a loss on sale of securities of $6,000 compared to gain on sales of securities of $111,000 in 2017. The significant increase in gain on sale of loans was attributable to the Loan One operations acquired in connection with the Benchmark transaction.
For the quarter ended September 30, 2018, non-interest expenses were $7,249,000, compared to $6,427,000 for the third quarter of 2017, an $822,000 (12.8%) increase. This increase is primarily attributable to the Benchmark operations and was mitigated by $1,115,000 of acquisition costs incurred by the Corporation during the third quarter of 2017 in connection with the acquisition. The quarter over quarter increase included increases in salaries and benefits expense of $1,194,000 (40.1%), advertising and promotion of $153,000 and loan fees of $183,000, offset by decreases in occupancy costs of $243,000 (22.3%) and consultant fees of $523,000. The decrease in consultant fees and occupancy costs from the third quarter of 2017 as compared to the third quarter of 2018 is attributable to costs incurred in connection with the Benchmark acquisition, including the cancellation of various service contracts.
For the nine month period ended September 30, 2018, non-interest expenses totaled $20,599,000, compared to $15,949,000 for the same period of 2017, an increase of $4,649,000 (29.2%). Similar to the comparative quarterly results, the nine month increase is primarily attributable to the Benchmark operations, offset by acquisition costs incurred by the Corporation during the first nine months of 2017. The increase from September 30, 2017 to September 30, 2018 included increases in salaries and benefits expense of $3,568,000 (43.1%), premises and equipment of $186,000 (8.5%), advertising and promotion of $599,000 and loan fees of $465,000, offset by a decrease in consultant fees of $563,000.
Total assets amounted to $815.2 million at September 30, 2018, compared to $780.5 million at December 31, 2017, an increase of $34.7 million (4.5%). The increase in total assets was primarily the result of an increase of $43.9 million (8.7%) in net loans, $4.1 million in loans held for sale and $3.4 million (13.5%) in goodwill, offset by a decrease of $8.6 million (31.6%) in cash and cash equivalents and a decrease of $5.9 million in securities available-for-sale. Deposits during this same period increased $29.8 million(4.7%) and other borrowings increased $2.9 million (5.0%). In August, the Corporation completed a review of the accounting and tax implications of the Benchmark transaction and determined its liability for federal income tax associated with the transaction was greater than estimated at the time of the acquisition. As a result, consistent with measurement date purchase accounting adjustments for business combinations, the Corporation recorded the additional tax liability, as well as certain other measurement date deferred tax adjustments during the third quarter of 2018 with a corresponding $3.4 million increase to goodwill.
Shareholders’ equity increased from $75.7 million at December 31, 2017 to $77.0 million at September 30, 2018. This increase was primarily the result of net income during the nine month period ended September 30, 2018 of $5,785,000 offset by dividends paid of $1,177,000 and a $3,505,000 increase in unrealized securities losses, net of tax. The increase in unrealized securities losses during the nine month period ended September 30, 2018, 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, Franklin, Hancock, Marion, Putnam, Sandusky, Van Wert and Wood Counties in Ohio, with office locations in Bowling Green, Columbus Grove, Delaware, Delphos, Findlay, Gahanna, Gibsonburg, Kalida, Leipsic, Lima, Marion, Ottawa, Pemberville and Westerville 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 2017 Form 10-K.
Exhibit 99.2
United Bancshares, Inc.
Quarterly Report
September 30, 2018
Shareholders, Clients, and Employees:
I am pleased to report on your Company’s continued successes in 2018, including reporting income before taxes of approximately $6.9 million, return on average tangible equity of 15.59% and return on average assets of 0.97%. The Board of Directors also declared a $0.12 per share dividend, payable on December 17, 2018 to shareholders of record as of November 30, 2018.
Additionally, your Company continued to grow during the first three quarters of 2018. As of September 30, 2018, the Company’s balance sheet was approximately $815 million in total assets, $551 million in gross loans and $660 million in deposits. As compared to December 31, 2017 balances, these represent increases of 4.4%, 8.8% and 4.7%, respectively.
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
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Financial Information (unaudited) |
Nine months ended September 30, 2018 |
Nine months ended September 30, 2017 |
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(dollars in thousands, except per share data) |
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Condensed Statement of Income |
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Interest income |
$ | 25,210 | $ | 17,872 | ||||
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Interest expense |
4,281 | 2,035 | ||||||
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Net interest income |
20,929 | 15,837 | ||||||
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Provision (credit) for loan losses |
350 | (350 | ) | |||||
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Net interest income after provision (credit) for loan losses |
20,579 | 16,187 | ||||||
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Non-interest income |
6,875 | 3,745 | ||||||
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Non-interest expenses |
20,599 | 15,949 | ||||||
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Income before income taxes |
6,855 | 3,983 | ||||||
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Provision for income taxes |
1,070 | 1,002 | ||||||
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Net income |
$ | 5,785 | $ | 2,981 | ||||
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Average common shares outstanding (basic) |
3,268,435 | 3,267,191 | ||||||
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PER COMMON SHARE |
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Net income |
$ | 1.77 | $ | 0.91 | ||||
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Book value |
$ | 23.54 | $ | 23.17 | ||||
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Tangible book value |
$ | 14.48 | $ | 15.13 | ||||
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Closing price |
$ | 22.90 | $ | 22.50 | ||||
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FINANCIAL RATIOS |
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Return on average assets |
0.97 | % | 0.61 | % | ||||
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Return on average tangible equity |
15.59 | % | 6.23 | % | ||||
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Net interest margin |
3.98 | % | 3.68 | % | ||||
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Efficiency ratio |
72.88 | % | 79.36 | % | ||||
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Loans (including held for sale) to deposits |
84.38 | % | 77.39 | % | ||||
PERIOD END BALANCES
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As of September 30, 2018 |
As of September 30, 2017 |
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Assets |
$ | 815,153 | $ | 770,713 | ||||
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Loans, gross |
$ | 550,777 | $ | 493,089 | ||||
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Deposits |
$ | 660,349 | $ | 637,674 | ||||
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Shareholders' equity |
$ | 76,956 | $ | 75,714 | ||||
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Common shares outstanding |
3,269,358 | 3,267,643 | ||||||
UNITED BANCSHARES, INC.
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DIRECTORS Robert L. Benroth Herbert H. Huffman H. Edward Rigel David P. Roach |
Daniel W. Schutt – Chairman R. Steven Unverferth Brian D. Young |
OFFICERS
Brian D. Young - President/CEO
Heather M. Oatman - Secretary
Daniel J. Lucke – Chief Financial Officer
THE UNION BANK COMPANY
DIRECTORS
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Robert L. Benroth Anthony M.V. Eramo Herbert H. Huffman Kevin L. Lammon William R. Perry |
H.Edward Rigel David P. Roach Robert M. Schulte, Sr. Daniel W. Schutt R. Steven Unverferth |
| 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
461 Beecher Road
Gahanna, OH 43230
614-269-4400
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
468 Polaris Parkway
Westerville, OH 43082
614-269-4402