-----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, P+vb6jbOln+K5eAJnxxpyMdUmMzysbGpKy4yMZ3ifPHurp8nIL6K0U/4A8nF2yOx 3aCjqfSVkJO90DpZ1/jH+g== 0000910647-03-000370.txt : 20031104 0000910647-03-000370.hdr.sgml : 20031104 20031104172022 ACCESSION NUMBER: 0000910647-03-000370 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031029 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESTFIELD FINANCIAL INC CENTRAL INDEX KEY: 0001157647 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16767 FILM NUMBER: 03977159 BUSINESS ADDRESS: STREET 1: 141 ELM STREET CITY: WESTFIELD STATE: MA ZIP: 01085 BUSINESS PHONE: 4135681911 8-K 1 wesf-8k6.txt BODY OF FORM 8-K =========================================================================== 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): October 29, 2003 WESTFIELD FINANCIAL, INC. (Exact name of registrant as specified in its charter) Massachusetts 001-16767 73-1627673 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 141 Elm Street, Westfield, Massachusetts 01085 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (413) 568-1911 Not Applicable (Former name or former address, if changed since last report) Items 1-6. Not applicable. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) The following exhibits are filed with this Report: Exhibit No. Description ----------- ----------- 99.1 Press release issued by Westfield Financial, Inc. (the "Company") on October 29, 2003, furnished in accordance with Item 12 of this Current Report on Form 8-K. Items 8-11. Not applicable. Item 12. Results of Operations and Financial Condition On October 29, 2003, the Company announced its earnings for the third quarter of the 2003 fiscal year. A copy of the press release dated October 29, 2003, describing third quarter earnings is attached as Exhibit 99.1. 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. WESTFIELD FINANCIAL, INC. By: /s/ Michael J. Janosco, Jr. ------------------------------- Name: Michael J. Janosco, Jr. Title: Vice President, Chief Financial Officer and Treasurer Date: November 3, 2003 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release dated October 29, 2003. EX-99 3 wesf6-99.txt EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE For further information contact: Donald A. Williams, President & CEO Michael J. Janosco Jr., CFO 413-568-1911 Westfield Financial, Inc. Reports Earnings Results for the Quarter Ended September 30, 2003 Westfield, Massachusetts, October 29, 2003: (AMEX:WFD) Westfield Financial, Inc. (the "Company"), the holding company for Westfield Bank (the "Bank"), reported net income of $1.1 million or $0.10 per diluted share for the quarter ended September 30, 2003, compared to net income of $1.3 million or $0.12 per diluted share for the same period in 2002. Net interest and dividend income for the three months ended September 30, 2003 was $5.1 million compared with $6.1 million for the quarter ended September 30, 2002. For the quarter ended September 30, 2003, net interest and dividend income was negatively affected by the Company's decision to purchase Bank Owned Life Insurance (BOLI) in January 2003, the income from which is included in noninterest income. In addition, the Company's transition to its current residential real estate loan program with a third party mortgage company and high levels of refinancing activity resulted in lower interest and dividend income. Interest expense for the three months ended September 30, 2003 decreased $1.3 million to $3.3 million from $4.6 million for the same period in 2002. Net interest margin for the quarters ended September 30, 2003 and 2002 was 2.64% and 3.11%, respectively. The provision for loan losses for the three months ended September 30, 2003 and 2002 was $150,000 and $234,000, respectively. Net gains from sales of securities for the three months ended September 30, 2003 were $70,000 as compared to net losses from sales and writedowns of securities of $139,000 for the quarter ended 2002. Included in the net losses from sales and writedowns of securities for the 2002 quarter was a $414,000 writedown of certain equity securities whose impairment was determined to be other than temporary. Other noninterest income for the three months ended September 30, 2003 was $710,000 as compared to $417,000 for the same period in 2002. The increase was the result of income on Bank Owned Life Insurance of $214,000 for the quarter ended September 30, 2003 as compared to $0 for the quarter ended September 30, 2002 and fees received of $111,000 for the quarter ended September 30, 2003 from the Bank's current residential real estate loan program with a third party mortgage company as compared to $28,000 for the same period in 2002. 1 Noninterest expense for the three months ended September 30, 2003 was $4.3 million compared with $4.2 million for the same period in 2002. This change was the result of an increase in salaries and benefits expense of $214,000 which was primarily the result of an increase in salaries expense of $43,000 as a result of normal salary increases and an increase in stock based benefit plan expense of $139,000. These increases were partially offset by a decrease in advertising expense of $44,000 and a decrease in charitable contribution expense of $42,000. Total assets increased $3.2 million to $816.2 million at September 30, 2003 from $813.0 million at December 31, 2002. As discussed above, Bank Owned Life Insurance amounted to $16.2 million on September 30, 2003. Securities decreased $6.3 million, or 1.7%, to $369.3 million at September 30, 2003 from $375.6 million at December 31, 2002. Federal funds sold decreased from $37.2 million at December 31, 2002 to $7.6 million at September 30, 2003. Net loans during this period decreased by $11.5 million, or 3.2%, to $345.7 million at September 30, 2003, from $357.2 million at December 31, 2002. Residential real estate loans decreased $41.2 million to $116.6 million at September 30, 2003. This decrease is primarily the result of our current residential real estate loan program with a third party mortgage company. Indirect auto loans decreased $14.2 million to $19.6 million at September 30, 2003 from $33.8 million at December 31, 2002. Commercial real estate loans increased $27.8 million to $128.7 million at September 30, 2003 from $100.9 million at December 31, 2002. Commercial non real estate loans increased $16.8 million to $78.3 million at September 30, 2003 from $61.5 million at December 31, 2002. Total deposits were $653.2 million at September 30, 2003 and $656.1 million at December 31, 2002. Customer repurchase agreements increased $5.4 million to $14.1 million at September 30, 2003 from $8.7 million at December 31, 2002. Federal Home Loan Bank borrowings totaled $20.0 million at September 30, 2003 and $15.0 million at December 31, 2002. Stockholders' equity at September 30, 2003 and December 31, 2002 was $124.2 million and $126.7 million, respectively, which represented 15.2% and 15.6% of total assets. The change is primarily comprised of net income of $2.2 million for the nine months ended September 30, 2003, a decrease in net unrealized gains on securities available for sale of $620,000, net of income taxes, the recording of the purchase of 128,700 shares of common stock for the Company's stock benefit plans for $2.0 million, the purchase of 59,700 shares of treasury stock for $1.1 million and the declaration by the Board of Directors of a $0.05 per share cash dividend on January 28, 2003, April 22, 2003, and July 22, 2003 amounting to $1.6 million. Mr. Donald A. Williams, President and Chief Executive Officer of the Company stated, "The Board of Directors declared a $0.05 cash dividend on October 28, 2003 to all shareholders of record on November 7, 2003 payable on November 21, 2003". 2 The Bank is headquartered in Westfield, Massachusetts and operates through 10 banking offices in Agawam, East Longmeadow, Holyoke, Southwick, Springfield, West Springfield and Westfield, Massachusetts. The Bank's deposits are insured by the Federal Deposit Insurance Corporation and the Depositors Insurance Fund. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements contained in this news release, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company and the Bank do not undertake and specifically decline any obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. 3 WESTFIELD FINANCIAL, INC. and SUBSIDIARIES Selected Consolidated Balance Sheet and Other Data ($ in thousands, except per share data) (Unaudited)
September 30, December 31, 2003 2002 ------------- ------------ Total assets $816,177 $812,980 Securities held to maturity 242,724 205,299 Securities available for sale 126,600 170,310 Loans 350,172 361,480 Allowance for loan losses (4,467) (4,325) -------- -------- Net loans 345,705 357,155 Total deposits 653,151 656,065 Stockholders' equity 124,247 126,699 Book value per share 12.45 12.25 Other Data: Nonperforming loans $ 1,939 $ 2,383 Nonperforming loans as a percentage of total assets 0.24% 0.29% Nonperforming loans as a percentage of total loans 0.55% 0.66% Allowance for loan losses as a percentage of nonperforming loans 230% 181% Allowance for loan losses as a percentage of total loans 1.28% 1.20%
4 WESTFIELD FINANCIAL, INC. and SUBSIDIARIES Selected Consolidated Statement of Operations and Other Data ($ in thousands, except per share data) (Unaudited)
Three Months Ended Nine Months Ended September 30, September 30, 2003 2002 2003 2002 ---- ---- ---- ---- Interest and dividend income $ 8,393 $ 10,745 $ 27,058 $ 32,817 Interest expense 3,320 4,637 10,853 14,460 ---------- ---------- ---------- ---------- Interest and dividend income 5,073 6,108 16,205 18,357 Provision for loan losses 150 234 500 734 ---------- ---------- ---------- ---------- Net interest and dividend income after provision for loan losses 4,923 5,874 15,705 17,623 Net gains (losses) on sales of securities available for sale 70 (139) 183 (896) Other noninterest income 710 417 1,974 1,179 Other noninterest expense 4,315 4,220 13,422 12,765 ---------- ---------- ---------- ---------- Income before income taxes 1,388 1,932 4,440 5,141 Income taxes 337 661 2,262 1,755 ---------- ---------- ---------- ---------- Net income $ 1,051 $ 1,271 $ 2,178 $ 3,386 ========== ========== ========== ========== Basic earnings per share $ 0.11 $ 0.12 $ 0.22 $ 0.33 Average shares outstanding 10,008,874 10,298,797 10,050,423 10,403,483 Diluted earning per share $ 0.10 $ 0.12 $ 0.21 $ 0.33 Diluted average shares outstanding 10,199,074 10,298,797 10,187,177 10,403,483 Other Data: Return on Average Assets (1) 0.51% 0.63% 0.36% 0.57% Return on Average Equity (1) 3.35% 3.96% 2.35% 3.51% Net Interest Margin 2.64% 3.11% 2.84% 3.18% Three and nine month results have been annualized.
5
-----END PRIVACY-ENHANCED MESSAGE-----