-----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, F5jA+PYpffBTBstSNXtZ5VdGdh1qjbKv7XB4mqWdHgHqvbG8QC7tN2IFABq27aaU C6US/ro+j45kLZ5FBAqeJA== 0001144204-09-055088.txt : 20091028 0001144204-09-055088.hdr.sgml : 20091028 20091028161009 ACCESSION NUMBER: 0001144204-09-055088 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091028 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091028 DATE AS OF CHANGE: 20091028 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: 091141885 BUSINESS ADDRESS: STREET 1: 141 ELM STREET CITY: WESTFIELD STATE: MA ZIP: 01085 BUSINESS PHONE: 4135681911 8-K 1 v163994_8k.htm Unassociated Document


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 28, 2009
 


WESTFIELD FINANCIAL, INC.
(Exact name of registrant as specified in its charter)


         
Massachusetts
(State or other jurisdiction of
incorporation or organization)
 
001-16767
(Commission
File Number)
 
73-1627673
(I.R.S. Employer
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)


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:
 
   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 October 28, 2009, Westfield Financial, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2009.  The press release also announced the declaration of a regular cash dividend of $0.05 per share and a special cash dividend of $0.15 per share.  A copy of the press release is furnished as Exhibit 99.1 hereto and is hereby incorporated by reference into this Item 2.02.
 
The information contained in this current report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.
 
Item 9.01.
Financial Statements and Exhibits.
 
(a)  Not applicable.
 
(b)  Not applicable.
 
(c)  Not applicable.
 
(d)  Exhibits.
 
The exhibits required by this item are set forth on the Exhibit Index attached hereto.
 

Exhibit
Number
 
Description
     
99.1
 
Press Release, dated October 28, 2009
 

 

 
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.
     
     
Date: October 28, 2009
By:
/s/ Leo R. Sagan, Jr.
   
Leo R. Sagan, Jr.
   
Chief Financial Officer

 
 

 
 
EXHIBIT INDEX
 
Exhibit
Number
 
Description
     
99.1
 
Press Release, dated October 28, 2009

EX-99.1 2 v163994_ex99-1.htm Unassociated Document
FOR IMMEDIATE RELEASE

 
   
For further information contact:
James C. Hagan, President & CEO
Leo R. Sagan, Jr., CFO
413-568-1911
     
     
Westfield Financial, Inc. Reports Results for the Quarter and Nine Months Ended September 30, 2009 and Declares Regular and Special Dividends

Westfield, Massachusetts, October 28, 2009:  Westfield Financial, Inc. (the “Company”) (NASDAQ:WFD), the holding company for Westfield Bank (the “Bank”), reported net income of $1.2 million, or $0.04 per basic and diluted share, for the quarter ended September 30, 2009, compared to $2.0 million, or $0.07 per basic and diluted share, for the same period in 2008.  For the nine months ended September 30, 2009, net income was $3.5 million, or $0.12 per basic and diluted share, compared to $6.0 million, or $0.20 per basic and diluted share for the same period in 2008.

The decrease in earnings for both periods was mainly the result of a net loss on sales of securities, an increase in noninterest expense, primarily due to increases in salaries and benefits, along with Federal Deposit Insurance Corporation (“FDIC”) insurance expense, and an increase in the provision for loan losses.

The three and nine months ended September 30, 2009 includes net losses on the sale of securities of $774,000 and $565,000, respectively, compared to net gains of $486,000 and $805,000, respectively for the same periods in 2008.  Westfield Financial incurred losses on the sale of securities of $2.2 million for both the three and nine months ended September 30, 2009, due to a loss on the sale of a single security.  The credit quality of the security had deteriorated and management opted to sell it in the third quarter of 2009.  The losses were partially offset by gains on the sale of other securities of $1.4 million and $1.6 million, respectively, for the three and nine months ended September 30, 2009.

Both the three and nine months ended September 30, 2009 includes net impairment losses of $186,000, compared to net impairment losses of $651,000 and $961,000, respectively for the same periods in 2008.  The 2009 impairment was on a single collateralized mortgage obligation and was recognized in the third quarter of 2009.  The 2008 impairment losses were primarily on preferred stock issued by Freddie Mac, which was placed into conservatorship by the United States Treasury in September 2008.

Salaries and benefits increased $155,000 to $3.8 million for the three months ended September 30, 2009 from $3.7 million for the same period in 2008.  Salaries and benefits increased $1.0 million to $11.8 million for the nine months ended September 30, 2009 from $10.8 million for the same period in 2008.  Expenses related to the defined benefit pension plan increased $184,000 and $540,000 for the three and nine months ended September 30, 2009, respectively.  The increases were due to a decline in the value of assets held by the pension plan.  Expenses related to share-based compensation increased $38,000 and $387,000 for the three and nine months ended September 30, 2009, respectively.  The increase in share-based compensation, particularly for the nine month period, was due to vesting of share-based compensation in the first quarter of 2009 for certain employees who were retirement eligible.

 
 

 
The FDIC insurance expense increased $78,000 to $102,000 for the three months ended September 30, 2009 from $24,000 for the same period in 2008.  The FDIC insurance expense increased $885,000 to $950,000 for the nine months ended September 30, 2009 from $65,000 for the same period in 2008.  The nine months ended September 30, 2009 includes $453,000 for a special assessment that was imposed upon all banks at June 30, 2009.

The provision for loan losses was $620,000 for the three months ended September 30, 2009 compared to $275,000 for the same period in 2008.  For the nine months ended September 30, 2009, the provision for loan losses was $2.4 million compared to $690,000 for the same period in 2008.  The factors that influenced the increase in the provision for loan losses primarily include an increase in charge-offs and the continued weakening of the local and national economy.

Net interest income increased $143,000 to $8.2 million for the three months ended September 30, 2009 compared to $8.1 million for the same period in 2008.  The net interest margin, on a tax-equivalent basis, was 2.99% for the three months ended September 30, 2009, compared to 3.29% for the same period in 2008.

For the nine months ended September 30, 2009, net interest income increased $308,000 to $24.1 million, compared to $23.8 million for the same period in 2008.  The net interest margin, on a tax-equivalent basis, was 3.07% and 3.24% for the nine months ended September 30, 2009 and 2008, respectively.

Net interest income increased primarily because of an increase in the average balance of interest-earning assets.  The average balance of interest-earning assets increased $114.0 million to $1.1 billion for the three months ended September 30, 2009.  The average balance of interest-earning assets increased $69.8 million to $1.1 billion for the nine months ended September 30, 2009.

Balance Sheet Growth

Total assets increased $152.5 million to $1.3 billion at September 30, 2009 from $1.1 billion at December 31, 2008.  Securities increased $124.0 million to $638.2 million at September 30, 2009 from $514.2 million at December 31, 2008.  The increase in securities was the result of reinvesting funds from deposits, short-term borrowings and long-term debt as discussed below.
 
 
2

 
 
Net loans decreased by $5.3 million to $466.8 million at September 30, 2009 from $472.1 million at December 31, 2008.  The decrease in net loans was primarily the result of a decrease in commercial and industrial loans, partially offset by an increase in commercial real estate loans and residential loans.  Commercial and industrial loans decreased $8.8 million to $145.1 million at September 30, 2009 from $153.9 million at December 31, 2008.  This was primarily the result of customers decreasing their balances on lines of credit, the charge-off of a single commercial loan relationship for $3.1 million, the majority of which was recorded in the first quarter of 2009, and normal loan payments and payoffs.   Commercial real estate loans increased $2.3 million to $226.2 million at September 30, 2009 from $223.9 million at December 31, 2008.   Residential loans increased $975,000 to $99.3 million.

Total deposits increased $66.2 million to $654.2 million at September 30, 2009 from $588.0 million at December 31, 2008.  Regular savings accounts increased $25.8 million to $93.9 million and checking accounts increased $31.1 million to $165.7 million.  The increases in both savings accounts and checking accounts were concentrated in accounts that pay a higher interest rate than comparable products.  In addition, time deposits increased $15.3 million to $342.9 million.

Short-term borrowings and long-term debt increased $51.5 million to $274.6 million at September 30, 2009.  This was primarily due to $45.5 million in new long-term debt at September 30, 2009, in the form of securities sold under agreements to repurchase and Federal Home Loan Bank borrowings.  Current interest rates permit Westfield Financial to earn a more advantageous spread by borrowing funds and reinvesting in securities.

Stockholders’ equity at September 30, 2009 and December 31, 2008 was $257.2 million and $259.9 million, respectively, which represented 20.4% and 23.4% of total assets as of September 30, 2009 and December 31, 2008, respectively.  The change in stockholders’ equity is comprised of the repurchase of 758,889 shares for $6.9 million related to the stock repurchase plan and dividends declared amounting to $8.9 million.  This was partially offset by a $6.8 million decrease in other comprehensive loss, net income of $3.5 million and share-based compensation expense of $2.4 million.

 Credit Quality

Nonperforming loans decreased $2.5 million to $6.3 million at September 30, 2009 compared to $8.8 million at December 31, 2008.  This represented 1.33% of total loans at September 30, 2009 and 1.83%, of total loans, at December 31, 2008.  The decrease in nonperforming loans was related to a single commercial manufacturing relationship of $5.5 million.  The business was sold and resulted in a charge-off of $3.1 million, the majority of which was recorded in the first quarter of 2009.

The allowance for loan losses was $7.9 million at September 30, 2009 and $8.8 million at December 31, 2008.  This represents 1.66% of total loans at September 30, 2009 and 1.83% of total loans at December 31, 2008.  At these levels, the allowance for loan losses as a percentage of nonperforming loans was 124% at September 30, 2009 and
100% at December 31, 2008.  At December 31, 2008, the allowance for loan losses included a specific valuation allowance of $2.1 million related to a manufacturing commercial loan relationship.  This amount was charged off in the first quarter of 2009 and contributed to the decrease in the allowance for loan losses and the allowance for loan losses as a percent of total loans.

 
3

 
Declaration of Regular and Special Dividends

James C. Hagan, Chief Executive Officer stated, “On October 27, 2009, the Board of Directors declared a regular cash dividend of $0.05 per share and a special cash dividend of $0.15 per share.  Both regular and special dividends are payable on November 25, 2009 to all shareholders of record on November 10, 2009.”

Mr. Hagan added, “The year has been challenging for the financial services industry.   While Westfield Financial has experienced pressure on earnings due to the state of the economy, the occurrences have been isolated in nature.  Our capital position and core earnings remain strong.  We have experienced strong deposit growth which is a testament to the quality service and safety that Westfield Bank provides.  Our newest branch in Feeding Hills, Massachusetts opened in the third quarter and has been well received by customers.”

The Bank is headquartered in Westfield, Massachusetts and operates through 11 banking offices in Agawam, East Longmeadow, Feeding Hills, Holyoke, Southwick, Springfield, West Springfield and Westfield, Massachusetts.  The Bank’s deposits are insured by the Federal Deposit Insurance Corporation.

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 Company’s actual results for future periods may 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.
 
 
 
4

 
 
WESTFIELD FINANCIAL, INC. and SUBSIDIARIES
Selected Consolidated Statements of Income and Other Data
(Dollars in thousands, except per share data)
(Unaudited)

   
Three Months Ended
   
Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2009
   
2008
   
2009
   
2008
 
       
INTEREST AND DIVIDEND INCOME:
     
   Securities
  $ 6,793     $ 6,424     $ 19,944     $ 20,021  
   Loans
    6,503       6,922       19,421       20,256  
   Interest-bearing deposits and
                               
        other short-term investments
    2       158       11       544  
   Total interest and dividend income
    13,298       13,504       39,376       40,821  
                                 
                                 
INTEREST EXPENSE:
                               
   Deposits
    3,221       3,551       9,785       11,686  
   Short-term borrowings
    78       204       271       768  
   Long-term debt
    1,757       1,650       5,251       4,606  
   Total interest expense
    5,056       5,405       15,307       17,060  
                                 
   Net interest and dividend income
    8,242       8,099       24,069       23,761  
                                 
PROVISION FOR LOAN LOSSES
    620       275       2,360       690  
                                 
   Net interest and dividend income after
                               
         provision for loan losses
    7,622       7,824       21,709       23,071  
                                 
NONINTEREST INCOME:
                               
   Total other-than-temporary impairment losses
                               
        on securities
    (1,343 )     (651 )     (1,343 )     (961 )
   Portion of other-than-temporary impairment losses
                               
        recognized in accumulated other comprehensive loss
    1,157       -       1,157       -  
   Net other-than-temporary impairment losses recognized
                               
        in income
    (186 )     (651 )     (186 )     (961 )
   Service charges and fees
    580       605       2,023       1,768  
   Income from bank-owned life insurance
    371       359       1,084       1,002  
   (Loss) gain on sales of securities, net
    (774 )     486       (565 )     805  
   Loss on disposal of premises and equipment, net
    -       -       (8 )     -  
   Loss on prepayment of borrowings
    -       -       (142 )     -  
   Loss on disposal of OREO
    (110 )     -       (110 )     -  
        Total noninterest income
    (119 )     799       2,096       2,614  
                                 
NONINTEREST EXPENSE:
                               
   Salaries and employees benefits
    3,817       3,662       11,800       10,759  
   Occupancy
    632       593       1,948       1,819  
   Professional fees
    290       356       1,210       1,203  
   Data processing
    442       422       1,299       1,276  
   Stationery, supplies and postage
    119       111       308       360  
   FDIC insurance assessment
    102       24       950       65  
   Other
    662       615       1,966       1,818  
     Total noninterest expense
    6,064       5,783       19,481       17,300  
                                 
INCOME BEFORE INCOME TAXES
    1,439       2,840       4,324       8,385  
                                 
INCOME TAXES
    197       793       804       2,357  
NET INCOME
  $ 1,242     $ 2,047     $ 3,520     $ 6,028  
                                 
Basic earnings per share
  $ 0.04     $ 0.07     $ 0.12     $ 0.20  
                                 
Weighted average shares outstanding (1)
    29,330,638       29,719,961       29,522,327       29,877,284  
                                 
Diluted earnings per share
  $ 0.04     $ 0.07     $ 0.12     $ 0.20  
                                 
Weighted average diluted shares outstanding (1)
    29,591,706       30,019,924       29,791,421       30,246,927  
                                 
Other Data:
                               
                                 
Return on Average Assets (2)
    0.42 %     0.76 %     0.41 %     0.76 %
                                 
Return on Average Equity (2)
    1.92 %     2.98 %     1.82 %     2.89 %
                                 
Net Interest Margin (3)
    2.99 %     3.29 %     3.07 %     3.24 %
_____________________________

(1) 
Weighted-average shares outstanding for 2008 have been adjusted retrospectively for restricted shares that were determined to be “participating” with Financial Accounting Standards Board Staff Position EITF 03-6-1, “Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities.”
(2) 
Three and nine month results have been annualized.
(3) 
Net interest margin is calculated on a tax-equivalent basis.

 
5

 


WESTFIELD FINANCIAL, INC. and SUBSIDIARIES
Selected Consolidated Balance Sheets and Other Data
(Dollars in thousands, except per share data)
(Unaudited)


   
September 30,
   
December 31,
 
   
2009
   
2008
 
             
Cash and cash equivalents
  $ 24,605     $ 56,533  
                 
Securities held to maturity, at cost
    306,852       247,635  
Securities available for sale, at fair value
    321,356       258,143  
Federal Home Loan Bank of Boston and other
               
   restricted stock - at cost
    10,003       8,456  
                 
Loans
    474,665       480,931  
Allowance for loan losses
    7,857       8,796  
Net loans
    466,808       472,135  
                 
Bank-owned life insurance
    37,184       36,100  
                 
Due from broker for securities sold
    66,532       -  
                 
Other assets
    28,297       30,054  
                 
TOTAL ASSETS
  $ 1,261,637     $ 1,109,056  
                 
                 
Total deposits
  $ 654,190     $ 588,029  
                 
Short-term borrowings
    55,843       49,824  
Long-term debt
    218,813       173,300  
Due to broker for securities purchased
    66,123       27,603  
Other liabilities
    9,491       10,381  
                 
TOTAL LIABILITIES
    1,004,460       849,137  
                 
TOTAL STOCKHOLDERS’ EQUITY
    257,177       259,919  
                 
TOAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 1,261,637     $ 1,109,056  
                 
                 
Book value per share
  $ 8.40     $ 8.30  
                 
                 
Other Data:
               
                 
Nonperforming loans
  $ 6,314     $ 8,805  
                 
Nonperforming loans as a percentage of total assets
    0.50 %     0.79 %
                 
Nonperforming loans as a percentage of total loans
    1.33 %     1.83 %
                 
Allowance for loan losses as a percentage of nonperforming loans
    124.44 %     100.00 %
                 
Allowance for loan losses as a percentage of total loans
    1.66 %     1.83 %


 
6

 
-----END PRIVACY-ENHANCED MESSAGE-----