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 20, 2015
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, 2015.
A copy of the News Release issued by the registrant on September 30, 2015, 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 20, 2015, announcing financial highlights of operating results for the quarter ended September 30, 2015. |
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 20, 2015. | 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 20, 2015
First National Bank of Northern California Reports Second Quarter 2015 Earnings of $0.47 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 2015 of $2,239,000 or $0.51 per diluted share, compared to net earnings available to common shareholders of $1,823,000 or $0.42 per diluted share for the third quarter of 2014.
“The third quarter of 2015 was a quarter of solid earnings for the Company, accentuated by a favorable income tax settlement that is underway with the Franchise Tax Board of California related to the Company’s enterprise zone net interest deduction claimed on state income returns for the years 2005 through 2013. As a result, the Company was able to record a $535,416 tax benefit during the quarter related to this settlement. The acquisition of America California Bank allowed the Company to record net interest income during the third quarter that was higher than above levels recorded for the second quarter of 2015. Acquisition expenses of America California Bank, net of related tax benefits, were $527,000 during the third quarter. Total assets have increased $194 million since the beginning of the year, primarily related to the America California Bank acquisition,” stated Tom McGraw, CEO.
| Financial Highlights: Third Quarter, 2015 | (Unaudited) | |||||||||||||||
| Three months | Three months | Nine months | Nine months | |||||||||||||
| ended | ended | ended | ended | |||||||||||||
| Consolidated Statements of Earnings | September 30, | September 30, | September 30, | September 30, | ||||||||||||
| (in 000s except share and earnings per share amounts) | 2015 | 2014 | 2015 | 2014 | ||||||||||||
| Interest income | $ | 9,893 | $ | 9,300 | $ | 28,261 | $ | 27,544 | ||||||||
| Interest expense | 691 | 538 | 1,800 | 1,562 | ||||||||||||
| Net interest income | 9,202 | 8,762 | 26,461 | 25,982 | ||||||||||||
| Provision for loan losses | (75 | ) | — | (225 | ) | (75 | ) | |||||||||
| Noninterest income | 1,022 | 1,041 | 3,367 | 3,067 | ||||||||||||
| Noninterest expense | 7,479 | 7,055 | 21,211 | 21,107 | ||||||||||||
| Income before provision for income taxes | 2,670 | 2,748 | 8,392 | 7,867 | ||||||||||||
| Provision for income taxes | (431 | ) | (925 | ) | (2,283 | ) | (2,581 | ) | ||||||||
| Net earnings | 2,239 | 1,823 | 6,109 | 5,286 | ||||||||||||
| Dividends and discount accretion on preferred stock | — | — | — | 170 | ||||||||||||
| Net earnings available to common shareholders | $ | 2,239 | $ | 1,823 | $ | 6,109 | $ | 5,116 | ||||||||
| Basic earnings per share | $ | 0.52 | $ | 0.43 | $ | 1.42 | $ | 1.21 | ||||||||
| Diluted earnings per share | $ | 0.51 | $ | 0.42 | $ | 1.38 | $ | 1.17 | ||||||||
| Average assets | $ | 1,040,049 | $ | 903,222 | $ | 971,294 | $ | 897,247 | ||||||||
| Average equity | $ | 100,801 | $ | 91,455 | $ | 99,556 | $ | 89,738 | ||||||||
| Return on average assets | 0.86 | % | 0.81 | % | 1.26 | % | 1.14 | % | ||||||||
| Return on average equity | 8.88 | % | 7.97 | % | 12.27 | % | 11.40 | % | ||||||||
| Efficiency ratio | 73 | % | 72 | % | 71 | % | 73 | % | ||||||||
| Net interest margin (taxable equivalent) | 4.00 | % | 4.20 | % | 4.09 | % | 4.23 | % | ||||||||
| Average shares outstanding | 4,309 | 4,250 | 4,293 | 4,222 | ||||||||||||
| Average diluted shares outstanding | 4,422 | 4,384 | 4,414 | 4,364 | ||||||||||||
| Financial Highlights: Third Quarter, 2015 | (Unaudited) | * | (Unaudited) | * | ||||||||||||
| As of | As of | As of | As of | |||||||||||||
| Consolidated Balance Sheets (in ’000s) | September 30, | December 31, | September 30, | December 31, | ||||||||||||
| 2015 | 2014 | 2014 | 2013 | |||||||||||||
| Assets: | ||||||||||||||||
| Cash and cash equivalents | $ | 40,282 | $ | 14,978 | $ | 15,220 | $ | 14,007 | ||||||||
| Interest-bearing time deposits with other financial institutions | 1,246 | 2,784 | 4,068 | 5,543 | ||||||||||||
| Securities available for sale, at fair value | 315,560 | 264,881 | 267,924 | 263,988 | ||||||||||||
| Loans, net | 696,888 | 583,715 | 568,533 | 552,343 | ||||||||||||
| Premises, equipment and leasehold improvements, net | 10,326 | 10,951 | 12,239 | 12,512 | ||||||||||||
| Other real estate owned, net | 838 | 763 | 755 | 5,318 | ||||||||||||
| Goodwill | 4,580 | 1,841 | 1,841 | 1,841 | ||||||||||||
| Other equity securities | 6,748 | 5,769 | 5,769 | 5,300 | ||||||||||||
| Accrued interest receivable | 4,326 | 3,725 | 3,670 | 3,808 | ||||||||||||
| Prepaid expenses | 877 | 1,045 | 444 | 701 | ||||||||||||
| Bank owned life insurance | 12,766 | 12,510 | 12,424 | 12,151 | ||||||||||||
| Other assets | 17,021 | 14,202 | 14,535 | 14,418 | ||||||||||||
| Total assets | $ | 1,111,458 | $ | 917,164 | $ | 907,422 | $ | 891,930 | ||||||||
| Liabilities and stockholders’ equity: | ||||||||||||||||
| Deposits: | ||||||||||||||||
| Demand and NOW | $ | 346,888 | $ | 292,359 | $ | 284,196 | $ | 279,269 | ||||||||
| Savings and money market | 512,534 | 394,676 | 393,929 | 370,194 | ||||||||||||
| Time | 129,943 | 105,159 | 104,031 | 124,152 | ||||||||||||
| Total deposits | 989,365 | 792,194 | 782,156 | 773,615 | ||||||||||||
| Federal Home Loan Bank advances | — | 9,000 | 16,000 | 15,000 | ||||||||||||
| Note payable | 5,100 | 5,550 | 5,700 | — | ||||||||||||
| Accrued expenses and other liabilities | 13,303 | 13,332 | 10,974 | 9,066 | ||||||||||||
| Total liabilities | 1,007,768 | 820,076 | 814,830 | 797,681 | ||||||||||||
| Stockholders’ equity | 103,690 | 97,088 | 92,592 | 94,249 | ||||||||||||
| Total liab. and stockholders’ equity | $ | 1,111,458 | $ | 917,164 | $ | 907,422 | $ | 891,930 | ||||||||
| * Excerpt from the audited annual financial statements | ||||||||||||||||
| Other Financial Information | ||||||||||||||||
| Allowance for loan losses | $ | 9,940 | $ | 9,700 | $ | 10,774 | $ | 9,879 | ||||||||
| Nonperforming assets | $ | 6,030 | $ | 6,411 | $ | 5,875 | $ | 12,669 | ||||||||
| Total gross loans | $ | 706,828 | $ | 593,415 | $ | 579,307 | $ | 562,222 | ||||||||
“Our net interest margin continued to move lower during the third quarter of 2015, due primarily to the low interest rate environment created by the current policy position of the Federal Open Market Committee (the “Committee”) of the Federal Reserve Bank. To date, there has been no set date established by the Committee as to when they intend to begin raising short term interest rate targets. Until they do, our net interest margin will continue to experience downward pressure in the near term. Noninterest expenses during the third quarter were negatively affected by acquisition costs. Management is committed to keep ongoing operating costs related to the America California Bank acquisition at a minimum. The recorded goodwill related to the America California Bank acquisition was $2,739,000. Management believes the payback period related to the recorded goodwill should be approximately 1.5 years,” continued 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.