-----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, KxKKFSmdrqS7yRt+QzsDIIGLKn3G2+izlmP4fUsmikupBageUDK1baP0w1pTiBNF BQcKQtXUF+ZobkQkXPdbUg== 0001144204-10-003836.txt : 20100127 0001144204-10-003836.hdr.sgml : 20100127 20100127160247 ACCESSION NUMBER: 0001144204-10-003836 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100127 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100127 DATE AS OF CHANGE: 20100127 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: 10550689 BUSINESS ADDRESS: STREET 1: 141 ELM STREET CITY: WESTFIELD STATE: MA ZIP: 01085 BUSINESS PHONE: 4135681911 8-K 1 v172393_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): January 27, 2010
 

 
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 January 27, 2010, Westfield Financial, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2009.  The press release also announced the declaration of a regular cash dividend of $0.05 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 January 27, 2010
 
 
 

 
 
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: January 27, 2010
By:
/s/ Leo R. Sagan, Jr.  
   
Leo R. Sagan, Jr.
 
   
Chief Financial Officer
 
       
 
 
 

 

EXHIBIT INDEX
 
Exhibit
Number
 
Description
     
99.1
 
Press Release, dated January 27, 2010
 
 
 

 

 
EX-99.1 2 v172393_ex99-1.htm Unassociated Document
 
EXHIBIT 99.1
 
FOR IMMEDIATE RELEASE
 
 
For further information contact:
James C. Hagan, Chief Executive Officer
Leo R. Sagan Jr., Chief Financial Officer
413-568-1911


Westfield Financial, Inc. Reports Results for the Quarter and Year Ended December 31, 2009

Westfield, Massachusetts, January 27, 2010:  Westfield Financial, Inc. (the “Company” or “Westfield Financial”) (NASDAQ:WFD), the holding company for Westfield Bank (the “Bank”), reported net income of $1.9 million, or $0.06 per diluted share, for the quarter ended December 31, 2009, compared to $663,000, or $0.02 per diluted share, for the same period in 2008.  For the year ended December 31, 2009, net income was $5.5 million, or $0.18 per diluted share, compared to $6.7 million, or $0.22 per diluted share for the same period in 2008.

Both the three months and year ended December 31, 2009 showed an increase in net interest income.  Net interest income increased $450,000 to $8.4 million for the three months ended December 31, 2009, compared to $8.0 million in the same period in 2008.  The net interest margin, on a tax-equivalent basis, was 2.99% for the three months ended December 31, 2009, compared to 3.24% for the same period in 2008.

For the year ended December 31, 2009, net interest income increased $756,000 to $32.5 million, compared to $31.8 million for the same period in 2008.  The net interest margin, on a tax-equivalent basis, was 3.04% and 3.23% for the years ended December 31, 2009 and 2008, respectively.

The increase in net interest income was a result of an increase in the balance of average interest-earning assets and a decrease in the cost of interest-bearing liabilities.  Average interest-earning assets increased $145.9 million and $89.1 million for the three months and year ended December 31, 2009, respectively.  The cost of interest-bearing liabilities decreased 63 basis points to 2.18% for the three months ended December 31, 2009, compared to the same period in 2008.  The cost of interest-bearing liabilities decreased 55 basis points to 2.47% for the year ended December 31, 2009, compared to the same period in 2008.

The provision for loans losses was $1.5 million for the three months ended December 31, 2009, compared to $2.8 million for the same period in 2008.  For the year ended December 31, 2009, the provision for loan losses was $3.9 million compared to $3.5 million for the same period in 2008.  The primary reasons for the increase in the provision for loan losses were an increase in net loan charge offs and the further weakening of the local and national economy.

Net loan charge offs were $1.7 million and $5.0 million for the three months and year ended December 31, 2009, respectively, compared to $375,000 and $383,000 for the three months and year ended December 31, 2008, respectively.  The increase in charge offs for the year 2009 was primarily due to three unrelated commercial loan relationships which resulted in charge offs totaling $4.7 million, the majority of which occurred in the first half of 2009.

 
1

 
EXHIBIT 99.1
 
 
For the three months ended December 31, 2009, noninterest expense decreased $475,000 to $5.6 million compared to $6.0 million for the same period in 2008.  This decrease was primarily due to a decrease in salaries and benefits, which was partially offset by an increase in FDIC insurance expense.   Salaries and benefits decreased $746,000 to $3.2 million for the three months ended December 31, 2009, primarily due to a $382,000 decrease in salary expense associated with employee bonuses and a $345,000 decrease in benefits due to lower expenses for stock-based compensation.

FDIC insurance expense increased $161,000 to $185,000 for the three months ended December 31, 2009, compared to $24,000 the same period in 2008.  This increase was due to higher FDIC insurance assessments for all banks nationwide.

For the year ended December 31, 2009, noninterest expense increased $1.7 million to $25.0 million compared to $23.3 million for the same period in 2008, primarily due to an increase in FDIC insurance expense and salaries and benefits.   FDIC insurance expense increased $1.0 million to $1.1 million for the year ended December 31, 2009, compared to $89,000 the same period in 2008.  This increase was due to higher FDIC insurance assessments nationwide and a special assessment of $453,000 that was imposed upon all banks at June 30, 2009.  Salaries and benefits increased $295,000 to $15.0 million for the year ended December 31, 2009, primarily due to a $526,000 increase in costs for the defined benefit pension plan, which were partially offset by a decrease of $207,000 in salary expense associated with employee bonuses.

The provision for income taxes was $462,000 for the three months ended December 31, 2009 compared to a benefit for income taxes of $562,000 for the same period in 2008.  The provision for income taxes was $1.3 million, or 18.8% and $1.8 million, or 21.2% for the years ended December 31, 2009 and 2008, respectively.  The 2008 periods include the utilization of prior years’ loss carry forwards against gains on the sale of securities.

The three months and year ended December 31, 2009 include net impairment losses of $92,000 and $278,000, respectively, compared to net impairment losses of $322,000 and $1.3 million, respectively for the same periods in 2008.  The 2009 impairment losses were on two collateralized mortgage obligations.  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.

The three months ended December 31, 2009 includes net gains on the sale of securities of $182,000 while the year ended December 31, 2009 shows a net loss on the sale of securities of $383,000. This compares to net gains of $273,000 and $1.1 million, respectively, for the same periods in 2008.


Balance Sheet Growth

Total assets increased $82.4 million to $1.2 billion at December 31, 2009 from $1.1 billion at December 31, 2008.

 
2

 
EXHIBIT 99.1
 
 
Securities increased $110.3 million to $624.5 million at December 31, 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. In addition, funds from cash and cash equivalents were used to purchase securities.   As a result, cash and cash equivalents decreased $27.8 million to $28.7 million at December 31, 2009 from $56.5 million at December 31, 2008.

Net loans decreased by $3.0 million to $469.1 million at December 31, 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 and consumer loans, partially offset by an increase in commercial real estate loans and residential loans.  Commercial and industrial loans decreased $8.9 million to $145.0 million at December 31, 2009 from $153.9 million at December 31, 2008.  The decrease in commercial and industrial loans was primarily the result of customers decreasing their balances on lines of credit, charge-offs on commercial and industrial loans of $4.9 million, the majority of which was recorded in the first half of 2009, and normal loan payments and payoffs.   Consumer loans decreased $975,000 to $3.2 million due to low loan demand.  Commercial real estate loans increased $5.2 million to $229.1 million at December 31, 2009 from $223.9 million at December 31, 2008.   Residential loans increased $683,000 to $99.1 million.

Total deposits increased $60.0 million to $648.0 million at December 31, 2009 from $588.0 million at December 31, 2008.  Regular savings accounts increased $36.6 million to $104.7 million and checking accounts increased $15.9 million to $150.5 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 $15.0 million to $342.6 million.

Short-term borrowings and long-term debt increased $65.2 million to $288.3 million at December 31, 2009.  The new short-term borrowings and long-term debt are 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 December 31, 2009 and 2008 was $247.3 million and $259.9 million, respectively, which represented 20.8% and 23.4% of total assets at December 31, 2009 and 2008, respectively.  The change in stockholders’ equity is comprised of the repurchase of 1.6 million shares for $13.7 million related to the stock repurchase plan and dividends declared amounting to $14.6 million.  This was partially offset by a $6.6 million decrease in other comprehensive loss, net income of $5.5 million and $3.0 million related to the accrual of share-based compensation.

Credit Quality

Nonperforming loans decreased $3.3 million to $5.5 million at December 31, 2009, compared to $8.8 million at December 31, 2008.  This represented 1.15% of total loans at December 31, 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 underlying business was sold in 2009 and resulted in a charge-off of $3.1 million.

 
3

 
EXHIBIT 99.1
 
 
The allowance for loan losses was $7.6 million at December 31, 2009 and $8.8 million at December 31, 2008.  This represents 1.60% of total loans at December 31, 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 140% at December 31, 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.

Dividend Declaration

On January 26, 2010, the Board of Directors declared a regular cash dividend of $0.05 per share.  The dividend is payable on February 24, 2010 to all shareholders of record on February 10, 2010.

James C. Hagan, Chief Executive Officer stated, “Despite the backdrop of an ailing economy, Westfield Financial continues to report positive earnings and has maintained a strong capital position.”  Mr. Hagan added, “The bank is well positioned to take advantage of opportunities that are in tune with our responsible approach to business.”

Westfield 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.

This press release contains “forward-looking statements” which may be identified by the use of such words as “believe,” “expect,” “anticipate,” “should,” “planned,” “estimated,” and “potential.”  Examples of forward-looking statements include, but are not limited to, estimates with respect to the Company’s financial condition and results of operation and business that are subject to various factors which could cause actual results to differ materially from these estimates including, but not limited to, changes in the real estate market or local economy, changes in interest rates, changes in laws and regulations to which we are subject, and competition in our primary market area.  Such risks, uncertainties and other factors are set forth under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2008, and in subsequent filings we make with the Securities and Exchange Commission.  The Company disclaims any obligation to subsequently revise 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

 
EXHIBIT 99.1

 
WESTFIELD FINANCIAL, INC. and SUBSIDIARIES
Selected Consolidated Statements of Income and Other Data
(Dollars in thousands, except per share data)
(Unaudited)
 
   
Three Months Ended
   
Years Ended
 
   
December 31,
   
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
INTEREST AND DIVIDEND INCOME:
                       
Securities
  $ 6,849     $ 6,304     $ 26,794     $ 26,325  
Loans
    6,305       6,882       25,725       27,137  
Interest-bearing deposits and other short-term investments
    1       50       11       594  
Total interest and dividend income
    13,155       13,236       52,530       54,056  
                                 
INTEREST EXPENSE:
                               
Deposits
    2,908       3,446       12,694       15,133  
Long-term debt
    1,733       1,686       6,984       6,291  
Short-term borrowings
    72       112       344       880  
Total interest expense
    4,713       5,244       20,022       22,304  
                                 
Net interest and dividend income
    8,442       7,992       32,508       31,752  
                                 
PROVISION FOR LOAN LOSSES
    1,540       2,763       3,900       3,453  
                                 
Net interest and dividend income after provision for loan losses
    6,902       5,229       28,608       28,299  
                                 
NONINTEREST INCOME:
                               
Total other-than-temporary impairment losses on equity securities
    -       (322 )     -       (1,283 )
Total other-than-temporary impairment losses on debt securities
    (411 )     -       (1,754 )     -  
Portion of other-than-temporary impairment losses on debt securities recognized in accumulated other comprehensive loss
    319       -       1,476       -  
Net other-than-temporary impairment losses recognized in income
    (92 )     (322 )     (278 )     (1,283 )
Service charges and fees
    592       599       2,616       2,368  
Income from bank-owned life insurance
    375       355       1,460       1,357  
Gain (loss) on sales of securities, net
    182       273       (383 )     1,078  
Loss on disposal of premises and equipment, net
    -       -       (8 )     -  
Loss on prepayment of borrowings
    -       -       (142 )     -  
Loss on disposal of OREO
    -       -       (110 )     -  
Total noninterest income
    1,057       905       3,155       3,520  
                                 
NONINTEREST EXPENSE:
                               
Salaries and employees benefits
    3,155       3,901       14,955       14,660  
Occupancy
    635       629       2,583       2,448  
Professional fees
    495       422       1,705       1,625  
Data processing
    461       441       1,760       1,717  
FDIC insurance
    185       24       1,134       89  
Stationery, supplies and postage
    110       124       419       484  
Other
    517       492       2,481       2,310  
Total noninterest expense
    5,558       6,033       25,037       23,333  
                                 
INCOME BEFORE INCOME TAXES
    2,401       101       6,726       8,486  
                                 
INCOME TAXES
    462       (562 )     1,267       1,795  
                                 
NET INCOME
  $ 1,939     $ 663     $ 5,459     $ 6,691  
                                 
Basic earnings per share
  $ 0.07     $ 0.02     $ 0.19     $ 0.22  
                                 
Weighted average shares outstanding (1)
    28,660,094       29,705,518       29,308,996       29,838,347  
                                 
Diluted earnings per share
  $ 0.06     $ 0.02     $ 0.18     $ 0.22  
                                 
Weighted average diluted shares outstanding (1)
    28,927,318       30,005,327       29,577,622       30,190,532  
                                 
Other Data:
                               
                                 
Average interest-earning assets
  $ 1,150,360     $ 1,004,482     $ 1,089,076     $ 999,933  
                                 
Return on average assets (2)
    0.63 %     0.25 %     0.47 %     0.63 %
                                 
Return on average equity (2)
    3.06 %     0.99 %     2.12 %     2.43 %
                                 
Net interest margin (3)
    2.99 %     3.24 %     3.04 %     3.23 %
 

(1) 
Weighted-average shares outstanding for 2008 have been adjusted retrospectively to include unvested restricted shares in basic EPS because these were determined to be participating securities due to non-forfeitable dividends.
(2) 
Three month results have been annualized.
(3) 
Net interest margin is calculated on a tax-equivalent basis.

 
5

 
EXHIBIT 99.1
 
 
WESTFIELD FINANCIAL, INC. and SUBSIDIARIES
Selected Consolidated Balance Sheets and Other Data
(Dollars in thousands, except per share data)
(Unaudited)
 
   
December 31,
   
December 31,
 
   
2009
   
2008
 
Cash and cash equivalents
  $ 28,719     $ 56,533  
                 
Securities held to maturity, at cost
    295,011       247,635  
Securities available for sale, at fair value
    319,121       258,143  
Federal Home Loan Bank of Boston and other
               
restricted stock - at cost
    10,339       8,456  
                 
Loans
    476,794       480,931  
Allowance for loan losses
    7,645       8,796  
Net loans
    469,149       472,135  
                 
Bank-owned life insurance
    37,880       36,100  
                 
Other real estate owned
    1,662       -  
                 
Other assets
    29,529       30,054  
                 
TOTAL ASSETS
  $ 1,191,410     $ 1,109,056  
                 
                 
Total deposits
  $ 647,975     $ 588,029  
                 
Short-term borrowings
    74,499       49,824  
Long-term debt
    213,845       173,300  
Due to broker for securities purchased
    -       27,603  
Other liabilities
    7,792       10,381  
                 
TOTAL LIABILITIES
    944,111       849,137  
                 
TOTAL STOCKHOLDERS’ EQUITY
    247,299       259,919  
                 
TOAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 1,191,410     $ 1,109,056  
                 
                 
Book value per share
  $ 8.29     $ 8.30  
                 
Other Data:
               
                 
30 – 89 day delinquent loans  (1)
  $ 2,002     $ 2,763  
                 
Nonperforming loans
    5,470       8,805  
                 
Nonperforming loans as a percentage of total loans
    1.15 %     1.83 %
                 
Nonperforming assets as a percentage of total assets
    0.60 %     0.79 %
                 
Allowance for loan losses as a percentage of nonperforming loans
    139.76 %     100.00 %
                 
Allowance for loan losses as a percentage of total loans
    1.60 %     1.83 %
 

(1) 
The 30 – 89 day delinquent loan total for 2008 does not include a single loan relationship of $5.5 million which was placed into nonperforming status at December 31, 2008.
 
 
6

 
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