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 29, 2013
FNB BANCORP
(Exact name of registrant as specified in its charter)
California
(State or other jurisdiction of incorporation)
| 000-49693 | 91-2115369 |
| (Commission File Number) | (IRS Employer Identification No.) |
| 975 El Camino Real, South San Francisco, California | 94080 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (650) 588-6800
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):
£ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
£ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£ 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
FNB Bancorp (Bulletin Board: FNBG), parent company of First National Bank of Northern California, on July 26 announced financial highlights of operating results for the quarter ended June 30, 2013 .
A copy of the News Release issued by the registrant on July 29, 2013, is attached to this report as Exhibit 99.01 and is incorporated here by reference.
Item 9.01. Financial Statements and Exhibits.
| (c) Exhibits | ||
| 99.01 | News Release dated July 29, 2013, announcing financial highlights of operating results for the quarter ended June 30, 2013. |
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.
| FNB BANCORP (Registrant) | ||
| Dated: July 29, 2013. | By: | /s/ Dave A. Curtis |
| Dave A. Curtis | ||
| Senior Vice President and Chief Financial Officer | ||
Exhibit 99.01
Press Release
Available for Immediate Publication: April 29, 2013
First National Bank of Northern California Reports Second Quarter 2013 Earnings of $0.32 Per Diluted Share
Source:FNB Bancorp (CA) (Bulletin Board:FNBG)
South San Francisco, California
Website: www.fnbnorcal.com
Contacts:
Tom McGraw, Chief Executive Officer (650) 875-4864
Dave Curtis, Chief Financial Officer (650) 875-4862
FNB Bancorp (Bulletin Board: FNBG), parent company of First National Bank of Northern California (the “Bank”), today announced net earnings available to common shareholders for the second quarter of 2013 of $1,207,000 or $0.32 per diluted share, compared to net earnings available to common shareholders of $1,071,000 or $0.29 per diluted share for the second quarter of 2012. Dividend payments on the preferred shares outstanding were made as required by the Treasury Department’s Small Business Lending (SBLF) Program and a $3,150,000 partial redemption of SBLF preferred stock was completed during the second quarter of 2013. Total assets as of June 30, 2013 were $901,488,000 compared to $748,750,000 as of June 30, 2012. Our net loans increased by $77,938,000 since June 30, 2012. During this same time frame, our deposits increased by $150,957,000 or 23%. At June 30, 2013, the Company had considerable liquid assets on hand of $281,422,000 in available for sale securities as well as $23,698,000 in cash and cash equivalents.
“During the second quarter of 2013, our island of Guam office was closed. This office was acquired by the Company in our acquisition of Oceanic Bank that was completed in September, 2012. Alternatives to closure of this branch office, such as a sale to another financial institution, either in whole or in part, were explored. After a considerable due diligence period, the Company was not able to find a suitable buyer and the office was closed on June 14, 2013. The Company intends to retain the loan relationships as well as the Certificate of Deposit customers through their maturity date, and will service these customers from our Battery Street, San Francisco location. Checking and savings deposit account holders will not be retained. Overall, the closure of the Guam branch office will allow the Company to concentrate our efforts on our operations in San Francisco and on the San Francisco peninsula. The consolidation of our Post Street office into our Battery Street office recently occurred during July, 2013. This action was taken in order to more properly align our cost structure with the low interest environment we find ourselves. The service levels in our branch offices are critically important to us and must be maintained. Any cost reductions that are implemented are done so only after due consideration of our customers and the customer experience,” stated Tom McGraw, Chief Executive Officer.
Financial Highlights: Second Quarter, 2013
Consolidated Statements of Earnings
(in ’000s except earnings per share amounts)
| Three months
ended June 30, 2013 | Three months
ended June 30, 2012 | Six months
ended June 30, 2013 | Six months
ended June 30, 2012 | |||||||||||||
| Interest income | $ | 9,317 | $ | 7,878 | $ | 18,665 | $ | 15,760 | ||||||||
| Interest expense | 639 | 653 | 1,321 | 1,337 | ||||||||||||
| Net interest income | 8,678 | 7,225 | 17,344 | 14,423 | ||||||||||||
| Provision for loan losses | (510 | ) | (400 | ) | (1,110 | ) | (800 | ) | ||||||||
| Noninterest income | 1,133 | 1,415 | 2,158 | 3,335 | ||||||||||||
| Noninterest expense | 7,385 | 6,498 | 15,124 | 13,551 | ||||||||||||
| Income before income taxes | 1,916 | 1,742 | 3,268 | 3,407 | ||||||||||||
| Provision for income taxes | (537 | ) | (514 | ) | (959 | ) | (891 | ) | ||||||||
| Net earnings | 1,379 | 1,228 | 2,309 | 2,516 | ||||||||||||
| Dividends and discount accretion on preferred stock | 172 | 157 | 330 | 343 | ||||||||||||
| Net earnings available to common shareholders | $ | 1,207 | $ | 1,071 | $ | 1,979 | $ | 2,173 | ||||||||
| Basic earnings per share | $ | 0.32 | $ | 0.29 | $ | 0.53 | $ | 0.59 | ||||||||
| Diluted earnings per share | $ | 0.32 | $ | 0.29 | $ | 0.52 | $ | 0.58 | ||||||||
| Average assets | $ | 904,421 | $ | 750,351 | $ | 899,231 | $ | 742,895 | ||||||||
| Average equity | $ | 93,938 | $ | 88,476 | $ | 94,654 | $ | 88,177 | ||||||||
| Return on average assets | 0.53 | % | 0.57 | % | 0.44 | % | 0.59 | % | ||||||||
| Return on average equity | 5.14 | % | 4.84 | % | 4.18 | % | 4.93 | % | ||||||||
| Efficiency ratio | 75 | % | 75 | % | 78 | % | 76 | % | ||||||||
| Net interest margin (taxable equivalent) | 4.41 | % | 4.48 | % | 4.44 | % | 4.52 | % | ||||||||
| Average shares outstanding | 3,729 | 3,690 | 3,722 | 3,688 | ||||||||||||
| Average diluted shares outstanding | 3,813 | 3,752 | 3,810 | 3,739 | ||||||||||||
Financial Highlights: Second Quarter, 2013
Consolidated Balance Sheets
(in ’000s)
| As
of June 30, 2013 | As
of December 31, 2012 | As
of June 30, 2012 | As
of December 31, 2011 | |||||||||||||
| Assets: | ||||||||||||||||
| Cash and cash equivalents | $ | 23,698 | $ | 27,861 | $ | 44,856 | $ | 38,474 | ||||||||
| Interest-bearing time deposits with other financial institutions | 8,473 | 13,216 | — | — | ||||||||||||
| Securities available for sale, at fair value | 281,422 | 234,945 | 203,548 | 187,664 | ||||||||||||
| Loans, net | 531,238 | 541,563 | 453,300 | 443,721 | ||||||||||||
| Premises, equipment and leasehold improvements, net | 12,699 | 12,706 | 12,916 | 13,227 | ||||||||||||
| Other real estate owned, net | 6,675 | 6,650 | 1,923 | 2,747 | ||||||||||||
| Goodwill | 1,841 | 1,841 | 1,841 | 1,841 | ||||||||||||
| Other equity securities | 5,300 | 5,464 | 4,603 | 4,608 | ||||||||||||
| Accrued interest receivable | 3,886 | 3,760 | 3,621 | 3,614 | ||||||||||||
| Prepaid expenses | 718 | 1,372 | 1,609 | 2,107 | ||||||||||||
| Bank owned life insurance | 11,975 | 11,785 | 11,594 | 9,521 | ||||||||||||
| Other assets | 13,563 | 14,177 | 8,939 | 8,117 | ||||||||||||
| Total assets | $ | 901,488 | $ | 875,340 | $ | 748,750 | $ | 715,641 | ||||||||
| Liabilities and stockholders’ equity: | ||||||||||||||||
| Deposits: | ||||||||||||||||
| Demand and NOW | $ | 269,369 | $ | 253,849 | $ | 223,341 | $ | 202,690 | ||||||||
| Savings and money market | 385,017 | 343,437 | 323,372 | 310,237 | ||||||||||||
| Time | 148,414 | 171,066 | 105,130 | 108,851 | ||||||||||||
| Total deposits | 802,800 | 768,352 | 651,843 | 621,778 | ||||||||||||
| Accrued expenses and other liabilities | 8,597 | 11,630 | 7,586 | 6,667 | ||||||||||||
| Total liabilities | 811,397 | 779,982 | 659,429 | 628,445 | ||||||||||||
| Stockholders’ equity | 90,091 | 95,358 | 89,321 | 87,196 | ||||||||||||
| Total liab. and stockholders’ equity | $ | 901,488 | $ | 875,340 | $ | 748,750 | $ | 715,641 | ||||||||
| Other Financial Information | ||||||||||||||||
| Allowance for loan losses | $ | 9,745 | $ | 9,124 | $ | 8,458 | $ | 9,897 | ||||||||
| Nonperforming assets | $ | 18,527 | $ | 19,124 | $ | 20,953 | $ | 21,845 | ||||||||
| Total gross loans | $ | 540,983 | $ | 550,687 | $ | 461,758 | $ | 453,618 | ||||||||
“Our investment portfolio and deposit portfolio experienced growth during the three and six months ended June 30, 2013. Our core deposit balances are at historical highs. Our loan portfolio declined during the second quarter of 2013, due primarily to the repayment of several large commercial real estate loans, yet our loan application pipeline has increased. With the recent uptick in the three, five and ten year U.S. Treasury yields, our loan prepayments are expected to slow during the third quarter of 2013 when compared to the second quarter of 2013. Overall, our assets and our deposits grew by 0.4% during the quarter, despite the closure of our office on the island of Guam. Our stockholders’ equity decreased during the second quarter of 2013, due primarily to the redemption of $3,150,000 or 25% of the outstanding Preferred stock – series C issued to the U. S. Treasury as part of their SBLF program. This was the first redemption we have consummated with the U.S. Treasury. As our capital base will allow, the Board has determined that additional redemptions of this type may be in the Bank’s best interest. The Oceanic Bank purchase has now been fully integrated into the operations of the Company. Management has taken steps designed to prudently reduce our future noninterest expenses through the consolidation of branch offices while at the same time keeping our focus on maintaining the highest level of customer service. We understand that we must meet or exceed our customers expectations relative to their banking experience with us. For 50 years, we have built our organization around the idea that we must earn our customers business,” continued CEO Tom McGraw.
Cautionary Statement: This release contains certain forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those stated herein. Management’s assumptions and projections are based on their anticipation of future events and actual performance may differ materially from those projected. Risks and uncertainties which could impact future financial performance include, among others, (a) competitive pressures in the banking industry; (b) changes in the interest rate environment; (c) general economic conditions, either nationally or regionally or locally, including fluctuations in real estate values; (d) changes in the regulatory environment; (e) changes in business conditions or the securities markets and inflation; (f) possible shortages of gas and electricity at utility companies operating in the State of California, and (g) the effects of terrorism, including the events of September 11, 2001, and thereafter, and the conduct of war on terrorism by the United States and its allies. Therefore, the information set forth herein, together with other information contained in the periodic reports filed by FNB Bancorp with the Securities and Exchange Commission, should be carefully considered when evaluating its business prospects. FNB Bancorp undertakes no obligation to update any forward-looking statements contained in this release.