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, 2014
FNB BANCORP
(Exact name of registrant as specified in its charter)
California
(State or other jurisdiction of incorporation)
| 000-49693 | 92-2115369 |
| (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):
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
FNB Bancorp (Bulletin Board: FNBG), parent company of First National Bank of Northern California, today announced financial highlights of operating results for the quarter ended September 30, 2014.
A copy of the News Release issued by the registrant on October 29, 2014, 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 October 29, 2014, announcing financial highlights of operating results for the quarter ended September 30, 2014. |
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: October 29, 2014. | By: | /s/ Dave A. Curtis | |
| Dave A. Curtis | |||
| Senior Vice President and | |||
| Chief Financial Officer | |||
Exhibit 99.01
Press Release
Available for Immediate Publication: October 29, 2014
First National Bank of Northern California Reports Third Quarter 2014 Earnings of $0.44 Per Diluted Share
Source: FNB Bancorp (CA) (QTCQB: 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 (QTCQB: FNBG), parent company of First National Bank of Northern California (the “Bank”), today announced net earnings available to common shareholders for the third quarter of 2014 of $1,823,000 or $0.44 per diluted share, compared to net earnings available to common shareholders of $2,880,000 or $0.71 per diluted share for the third quarter of 2013. During the second quarter of 2014, FNB Bancorp signed a definitive agreement and submitted an application to the Office of the Comptroller of the Currency to purchase Valley Community Bank in an all stock transaction.
“During the third quarter of 2014, we were able to grow our loan portfolio, our securities portfolio and our total assets. Our borrowers began to utilize their lines of credit more than they have during the second quarter and real estate prices in the San Francisco Bay Area continued to rise. According to the Zillow Home Value Index, San Francisco home values are up 12.4% for the twelve months ended September 30, 2014. We are carefully watching the valuations currently being provided on our residential and commercial real estate appraisals as valuations surpass the highs before the last recession. Deposit trends during the third quarter were not as favorable. Overall, our deposits were down approximately $8 million or 1% from June 30, 2014 levels. The largest percentage declines were in the certificate of deposit segment of our deposit portfolio as brokered CDs obtained in our Oceanic Bank acquisition continue to mature and not be renewed. Declines were also noted in our savings and money market depository accounts, although at a lower decline rate. Total FHLB advances outstanding at the end of the third quarter were $16 million. Management has and will continue to utilize this low cost funding source when it is prudent to do so,” stated Tom McGraw, CEO.
| Financial Highlights: Third Quarter, 2014 | (Unaudited) | |||||||||||||||
| Three months | Three months | Nine months | Nine months | |||||||||||||
| Consolidated Statements of Earnings | ended | ended | ended | ended | ||||||||||||
| (in 000s except share and earnings per share | September 30, | September 30, | September 30, | September 30, | ||||||||||||
| amounts) | 2014 | 2013 | 2014 | 2013 | ||||||||||||
| Interest income | $ | 9,300 | $ | 9,259 | $ | 27,544 | $ | 28,014 | ||||||||
| Interest expense | 538 | 560 | 1,562 | 1,881 | ||||||||||||
| Net interest income | 8,762 | 8,699 | 25,982 | 26,133 | ||||||||||||
| Provision for loan losses | — | (225 | ) | (75 | ) | (1,335 | ) | |||||||||
| Noninterest income | 1,041 | 978 | 3,067 | 3,046 | ||||||||||||
| Noninterest expense | 7,055 | 6,950 | 21,107 | 22,074 | ||||||||||||
| Income before income taxes | 2,748 | 2,502 | 7,867 | 5,770 | ||||||||||||
| (Provision for) benefit from income taxes | (925 | ) | 629 | (2,581 | ) | (330 | ) | |||||||||
| Net earnings | 1,823 | 3,131 | 5,286 | 5,440 | ||||||||||||
| Dividends and discount accretion on preferred stock | — | 251 | 170 | 581 | ||||||||||||
| Net earnings available to common shareholders | $ | 1,823 | $ | 2,880 | $ | 5,116 | $ | 4,859 | ||||||||
| Basic earnings per share | $ | 0.45 | $ | 0.73 | $ | 1.27 | $ | 1.24 | ||||||||
| Diluted earnings per share | $ | 0.44 | $ | 0.71 | $ | 1.23 | $ | 1.21 | ||||||||
| Average assets | $ | 903,222 | $ | 903,868 | $ | 897,247 | $ | 900,794 | ||||||||
| Average equity | $ | 91,455 | $ | 89,728 | $ | 89,738 | $ | 92,994 | ||||||||
| Return on average assets | 0.81 | % | 1.27 | % | 1.14 | % | 0.72 | % | ||||||||
| Return on average equity | 7.97 | % | 12.84 | % | 11.40 | % | 6.97 | % | ||||||||
| Efficiency ratio | 72 | % | 72 | % | 73 | % | 76 | % | ||||||||
| Net interest margin (taxable equivalent) | 4.20 | % | 4.23 | % | 4.23 | % | 4.34 | % | ||||||||
| Average shares outstanding | 4,048 | 3,949 | 4,021 | 3,922 | ||||||||||||
| Average diluted shares outstanding | 4,175 | 4,045 | 4,156 | 4,015 | ||||||||||||
| Financial Highlights: Third Quarter, 2014 | (Unaudited) | * | (Unaudited) | * | ||||||||||||
| As of | As of | As of | As of | |||||||||||||
| Consolidated Balance Sheets | September 30 | December 31, | September 30, | December 31, | ||||||||||||
| (in ’000s) | 2014 | 2013 | 2013 | 2012 | ||||||||||||
| Assets: | ||||||||||||||||
| Cash and cash equivalents | $ | 15,220 | $ | 14,007 | $ | 18,368 | $ | 27,861 | ||||||||
| Interest-bearing time deposits with other financial institutions | 4,068 | 5,543 | 6,979 | 13,216 | ||||||||||||
| Securities available for sale, at fair value | 267,924 | 263,988 | 285,610 | 234,945 | ||||||||||||
| Loans, net | 568,533 | 552,343 | 558,164 | 541,563 | ||||||||||||
| Premises, equipment and leasehold improvements, net | 12,239 | 12,512 | 12,631 | 12,706 | ||||||||||||
| Other real estate owned, net | 755 | 5,318 | 6,675 | 6,650 | ||||||||||||
| Goodwill | 1,841 | 1,841 | 1,841 | 1,841 | ||||||||||||
| Other equity securities | 5,769 | 5,300 | 5,300 | 5,464 | ||||||||||||
| Accrued interest receivable | 3,670 | 3,808 | 3,855 | 3,760 | ||||||||||||
| Prepaid expenses | 444 | 701 | 741 | 1,372 | ||||||||||||
| Bank owned life insurance | 12,424 | 12,151 | 12,065 | 11,785 | ||||||||||||
| Other assets | 14,535 | 14,418 | 14,822 | 14,177 | ||||||||||||
| Total assets | $ | 907,422 | $ | 891,930 | $ | 927,051 | $ | 875,340 | ||||||||
| Liabilities and stockholders’ equity: | ||||||||||||||||
| Deposits: | ||||||||||||||||
| Demand and NOW | $ | 284,196 | $ | 279,269 | $ | 263,480 | $ | 253,849 | ||||||||
| Savings and money market | 393,929 | 370,194 | 387,275 | 343,437 | ||||||||||||
| Time | 104,031 | 124,152 | 130,369 | 171,066 | ||||||||||||
| Total deposits | 782,156 | 773,615 | 781,124 | 768,352 | ||||||||||||
| Federal Home Loan Bank advances | 16,000 | 15,000 | 44,000 | 1,220 | ||||||||||||
| Note payable | 5,700 | — | — | — | ||||||||||||
| Accrued expenses and other liabilities | 10,974 | 9,066 | 9,109 | 10,410 | ||||||||||||
| Total liabilities | 814,830 | 797,681 | 834,233 | 779,982 | ||||||||||||
| Stockholders’ equity | 92,592 | 94,249 | 92,818 | 95,358 | ||||||||||||
| Total liab. and stockholders’ equity | $ | 907,422 | $ | 891,930 | $ | 927,051 | $ | 875,340 | ||||||||
| * Excerpt from the audited annual financial statements | ||||||||||||||||
| Other Financial Information | ||||||||||||||||
| Allowance for loan losses | $ | 10,774 | $ | 9,879 | $ | 9,748 | $ | 9,124 | ||||||||
| Nonperforming assets | $ | 5,875 | $ | 12,669 | $ | 15,728 | $ | 19,124 | ||||||||
| Total gross loans | $ | 579,307 | $ | 562,222 | $ | 567,912 | $ | 550,687 | ||||||||
“During the third quarter, our net interest income and net interest margins increased when compared to the second quarter. The loan to deposit ratio increased to 74% at September 30, 2014 compared to 73% at year end. We are lending when it is prudent to do so, staying true to our conservative underwriting standards rather the increasing lending volume by accepting unwarranted risk into our loan pipeline. We continue to be “well capitalized” by regulatory capital standards. The Bank’s Tier 1 leverage capital ratio was 10.16% at September 30, 2014. The Bank’s Tier 1 risk-based capital ratio was 13.05% and our total risk-based capital was 14.30%. We also continue to look for bank acquisitions. A Form 8-K was filed with the SEC on October 23, 2014 which provided additional information concerning our pending acquisition of Valley Community Bank,” 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.