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): November 3, 2015
SELECT BANCORP, INC. |
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(Exact Name of Registrant as Specified in Charter)
|
North Carolina | 000-50400 | 20-0218264 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
700 W. Cumberland Street, Dunn, North Carolina | 28334 |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (910) 892-7080
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:
¨ | 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.
On November 3, 2015, Select Bancorp, Inc. (the “Registrant”) announced financial results for the third quarter ended September 30, 2015. A copy of the press release (the “Press Release”) announcing the Registrant’s results for the third quarter, including a table of selected financial information, is furnished as Exhibit 99.1 hereto and incorporated by reference herein.
This information contained in Item 2.02 of this Current Report shall not be deemed “filed” for purposes of section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 8.01. Other Events.
On November 3, 2015, the Registrant issued a press release announcing receipt of all required regulatory approvals for Select Bank & Trust Company’s previously announced acquisition of two bank branches located in Leland, N.C. and Morehead City, N.C. Subject to final adjustments at the December 2015 closing, Select Bank & Trust Company is expected to acquire approximately $40 million in deposits and $10 million in loans in connection with the branch acquisitions.
A copy of the press release is attached to this Current Report as Exhibit 99.2 and is incorporated into this Item 8.01 by reference.
Item 9.01. Financial Statements and Exhibits.
(d) | Exhibits |
Exhibit No. | Description | |
99.1 | Press release dated November 3, 2015, regarding the Registrant’s financial results for the third quarter ended September 30, 2015. | |
99.2 | Press release dated November 3, 2015, regarding regulatory approvals for branch purchases. |
This Current Report on Form 8-K (including information included or incorporated by reference herein) may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of Registrant’s goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook” or similar expressions. These statements are based upon the current belief and expectations of Registrant’s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond Registrant’s control).
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.
SELECT BANCORP, INC. | |||
Date: November 5, 2015 | By: | /s/ William L. Hedgepeth II | |
William L. Hedgepeth II | |||
President and Chief Executive Officer |
EXHIBIT INDEX
EXHIBIT NO. | DESCRIPTION OF EXHIBIT | |
99.1 | Press release dated November 3, 2015, regarding the Registrant’s financial results for the third quarter ended September 30, 2015. | |
99.2 | Press release dated November 3, 2015, regarding regulatory approvals for branch purchases. |
Exhibit 99.1
FOR RELEASE: |
November 3, 2015 |
Mark A. Jeffries
Executive Vice President
Chief Financial Officer
Office: 910-892-7080 and Direct: 910-897-3603
markj@SelectBank.com
SelectBank.com
SELECT BANCORP REPORTS
THIRD QUARTER 2015 EARNINGS
DUNN, NC . . . Select Bancorp, Inc. (the “Company” NASDAQ: SLCT), the holding company for Select Bank & Trust, today reported net income of $1.4 million for the quarter ended September 30, 2015, and basic and diluted earnings per share of $0.12, compared to net income of $194,000 and basic and diluted earnings per share of $0.02 for the third quarter of 2014.
Total assets, deposits, and total loans for the Company as of September 30, 2015, were $786.5 million, $619.9 million, and $598.0 million, respectively, compared to total assets of $785.0 million, total deposits of $644.1 million, and total loans of $546.5 million as of the same date in 2014.
Commenting on third quarter 2015 results, William L. Hedgepeth II, President and CEO stated, “Our results for the third quarter were impacted by one-time expenses related to our acquisition of new branch offices in Morehead City and Leland, N.C., the combining of our Burlington and Gibsonville, N.C. offices, and the closing of our Ramsey Street Office in Fayetteville, N.C. While the costs associated with these initiatives decreased the Company’s non-interest income for the quarter by approximately $412 thousand, we believe our branch network, and our Company, will be better positioned to enhance efficiency and customer convenience going forward. Our previously announced acquisition of two new branches, one in Morehead City and the other in Leland near Wilmington, has received all required regulatory approvals and is scheduled to close during December. We are also pleased that the Company was able to report net income of approximately $1.4 million for the quarter, even after incurring the expense associated with these long-term investments in our franchise.”
For the nine months ended September 30, 2015, the Company recorded after-tax net income of $4.9 million compared to $1.8 million for the nine months ended September 30, 2014. Year to date basic and diluted earnings per share of $0.43 compared to $0.13 per share for the nine months ended September 30, 2014. Year to date return on average assets through September 30, 2015 is 0.87% (annualized) and year to date return on average equity is 6.50% (annualized), compared to 0.20% and 1.74%, respectively, for the nine months ended September 30, 2014.
Non-performing loans decreased to $10.9 million at September 30, 2015 from $11.9 million at December 31, 2014. Non-performing loans equaled 1.82% of loans at September 30, 2015, decreasing from 2.15% of loans at December 31, 2014. Foreclosed real estate equaled $1.6 million at December 31, 2014 and decreased to $1.0 million at September 30, 2015. For the quarter, recoveries were $107,000 or -0.02% of average loans, compared to a recovery of $139,000 or -0.10% of average loans in the fourth quarter of 2014. At September 30, 2015, the allowance for loan losses was $7.0 million or 1.18% of total loans, as compared to $6.8 million or 1.24% of total loans at December 31, 2014.
Mr. Hedgepeth concluded, "We are pleased with the Company’s year to date results of operations and continued asset quality and we look forward to bringing our “common sense banking” to Morehead City and Leland before year end. We continue to believe that Select is well positioned for the remainder of 2015 and beyond."
Select Bank & Trust has branch offices in these North Carolina communities: Dunn, Burlington, Clinton, Elizabeth City, Fayetteville, Goldsboro, Greenville, Lillington, Lumberton, Raleigh and Washington.
The information as of and for the quarter ended September 30, 2015, as presented is unaudited. This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of our goals and expectations with respect to earnings, earnings per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook” or similar expressions. The actual results might differ materially from those projected in the forward-looking statements for various reasons, including, but not limited to, our ability to manage growth, substantial changes in financial markets, regulatory changes, changes in interest rates, loss of deposits and loan demand to other savings and financial institutions, and changes in real estate values and the real estate market. Additional information concerning factors that could cause actual results to materially differ from those in the forward-looking statements is contained in the Company’s SEC filings, including its periodic reports under the Securities Exchange Act of 1934, as amended, copies of which are available upon request from the Company.
###
Select Bancorp, Inc.
Selected Financial Information and Other Data
($ in thousands, except per share data)
At or for the three months ended | At or for the twelve months ended | |||||||||||||||||||||||||||||||
September 30, 2015 | June 30, 2015 | March 31, 2015 | December 31, 2014 | September 30, 2014 | December 31, 2014 | December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||||
Summary of Operations: | ||||||||||||||||||||||||||||||||
Total interest income | $ | 8,412 | $ | 8,262 | $ | 8,242 | $ | 7,988 | $ | 7,541 | $ | 26,104 | $ | 22,903 | $ | 25,132 | ||||||||||||||||
Total interest expense | 878 | 835 | 939 | 1,141 | 1,169 | 4,519 | 5,258 | 6,632 | ||||||||||||||||||||||||
Net interest income | 7,534 | 7,427 | 7,303 | 6,847 | 6,372 | 21,585 | 17,645 | 18,500 | ||||||||||||||||||||||||
Provision for (recovery of) loan losses | 393 | (139 | ) | 130 | 177 | 105 | (194 | ) | (325 | ) | (2,597 | ) | ||||||||||||||||||||
Net interest income after provision | 7,141 | 7,566 | 7,173 | 6,670 | 6,267 | 21,779 | 17,970 | 21,097 | ||||||||||||||||||||||||
Noninterest income | 572 | 941 | 863 | 836 | 650 | 2,675 | 2,629 | 3,598 | ||||||||||||||||||||||||
Merger/Acquisition related expenses | 103 | 35 | - | 217 | 1,325 | 1,941 | - | - | ||||||||||||||||||||||||
Noninterest expense | 5,467 | 5,518 | 5,370 | 5,345 | 5,168 | 18,719 | 15,855 | 17,236 | ||||||||||||||||||||||||
Income before income taxes | 2,143 | 2,954 | 2,666 | 1,944 | 424 | 3,794 | 4,744 | 7,459 | ||||||||||||||||||||||||
Provision for income taxes | 792 | 1,133 | 923 | 666 | 230 | 1,437 | 1,803 | 2,822 | ||||||||||||||||||||||||
Net Income | 1,351 | 1,821 | 1,743 | 1,278 | 194 | 2,357 | 2,941 | 4,637 | ||||||||||||||||||||||||
Dividends on Preferred Stock | 19 | 19 | 19 | 19 | 19 | 38 | - | - | ||||||||||||||||||||||||
Net income available to common shareholders | $ | 1,332 | $ | 1,802 | $ | 1,724 | $ | 1,259 | $ | 175 | $ | 2,319 | $ | 2,941 | $ | 4,637 | ||||||||||||||||
Share and Per Share Data: | ||||||||||||||||||||||||||||||||
Earnings per share - basic | $ | 0.12 | $ | 0.16 | $ | 0.15 | $ | 0.11 | $ | 0.02 | $ | 0.26 | $ | 0.43 | $ | 0.67 | ||||||||||||||||
Earnings per share - diluted | $ | 0.12 | $ | 0.16 | $ | 0.15 | $ | 0.11 | $ | 0.02 | $ | 0.26 | $ | 0.43 | $ | 0.67 | ||||||||||||||||
Book value per share | $ | 8.28 | $ | 8.17 | $ | 8.07 | $ | 7.91 | $ | 7.61 | $ | 8.59 | $ | 8.09 | $ | 7.84 | ||||||||||||||||
Tangible book value per share | $ | 7.58 | $ | 7.45 | $ | 7.33 | $ | 7.16 | $ | 7.01 | $ | 7.83 | $ | 8.07 | $ | 7.79 | ||||||||||||||||
Ending shares outstanding | 11,577,111 | 11,499,398 | 11,458,561 | 11,377,980 | 11,349,368 | 11,377,980 | 6,921,352 | 6,913,636 | ||||||||||||||||||||||||
Weighted average shares outstanding: | ||||||||||||||||||||||||||||||||
Basic | 11,521,043 | 11,481,137 | 11,426,378 | 11,375,803 | 10,195,846 | 8,870,114 | 6,918,814 | 6,898,147 | ||||||||||||||||||||||||
Diluted | 11,582,724 | 11,548,878 | 11,510,147 | 11,475,865 | 10,312,085 | 8,974,384 | 6,919,760 | 6,898,377 | ||||||||||||||||||||||||
Selected Performance Ratios: | ||||||||||||||||||||||||||||||||
Return on average assets(2) | 0.69 | % | 0.98 | % | 0.94 | % | 0.65 | % | 0.10 | % | 0.37 | % | 0.53 | % | 0.81 | % | ||||||||||||||||
Return on average equity(2) | 5.21 | % | 7.22 | % | 7.11 | % | 5.23 | % | 0.82 | % | 3.12 | % | 5.28 | % | 8.79 | % | ||||||||||||||||
Net interest margin | 4.34 | % | 4.46 | % | 4.30 | % | 3.87 | % | 3.99 | % | 3.88 | % | 3.46 | % | 3.57 | % | ||||||||||||||||
Efficiency ratio (1) | 67.44 | % | 65.94 | % | 65.76 | % | 69.57 | % | 73.60 | % | 77.16 | % | 78.20 | % | 78.00 | % | ||||||||||||||||
Period End Balance Sheet Data: | ||||||||||||||||||||||||||||||||
Loans, net of unearned income | $ | 597,969 | $ | 573,729 | $ | 558,923 | $ | 552,038 | $ | 546,475 | $ | 552,038 | $ | 346,500 | $ | 367,891 | ||||||||||||||||
Total Earning Assets | 711,622 | 665,028 | 663,017 | 698,266 | 710,005 | 698,266 | 483,054 | 543,674 | ||||||||||||||||||||||||
Goodwill | 6,931 | 6,931 | 6,931 | 6,931 | 6,931 | 6,931 | - | - | ||||||||||||||||||||||||
Core Deposit Intangible | 1,196 | 1,320 | 1,470 | 1,625 | 1,786 | 1,625 | 182 | 298 | ||||||||||||||||||||||||
Total Assets | 786,495 | 742,443 | 748,371 | 766,121 | 784,983 | 766,121 | 525,646 | 585,453 | ||||||||||||||||||||||||
Deposits | 619,935 | 579,609 | 600,520 | 618,902 | 644,093 | 618,902 | 448,458 | 498,559 | ||||||||||||||||||||||||
Short term debt | 30,722 | 32,884 | 18,943 | 20,733 | 18,077 | 20,733 | 6,305 | 17,848 | ||||||||||||||||||||||||
Long term debt | 28,846 | 24,914 | 25,282 | 25,591 | 26,049 | 25,591 | 12,372 | 12,372 | ||||||||||||||||||||||||
Shareholders' equity | 103,545 | 101,552 | 100,076 | 97,685 | 93,995 | 97,685 | 56,004 | 54,179 | ||||||||||||||||||||||||
Selected Average Balances: | ||||||||||||||||||||||||||||||||
Gross Loans | $ | 585,541 | $ | 569,785 | $ | 557,177 | $ | 546,626 | $ | 489,563 | $ | 430,571 | $ | 354,871 | $ | 391,648 | ||||||||||||||||
Total Earning Assets | 689,166 | 669,586 | 672,655 | 702,818 | 632,922 | 565,264 | 511,597 | 532,193 | ||||||||||||||||||||||||
Core Deposit Intangible | 1,251 | 1,389 | 1,546 | 1,714 | 1,496 | 884 | 237 | 389 | ||||||||||||||||||||||||
Total Assets | 771,913 | 744,118 | 748,047 | 776,839 | 709,480 | 631,905 | 555,354 | 574,616 | ||||||||||||||||||||||||
Deposits | 607,722 | 588,328 | 600,601 | 632,633 | 582,825 | 523,954 | 470,526 | 481,387 | ||||||||||||||||||||||||
Short term debt | 35,012 | 28,212 | 19,298 | 19,790 | 14,652 | 9,957 | 13,879 | 17,848 | ||||||||||||||||||||||||
Long term debt | 22,631 | 22,895 | 25,444 | 25,818 | 22,343 | 20,494 | 12,372 | 12,372 | ||||||||||||||||||||||||
Shareholders' equity | 102,879 | 101,216 | 99,376 | 97,030 | 84,744 | 74,365 | 55,701 | 52,769 | ||||||||||||||||||||||||
Asset Quality Ratios: | ||||||||||||||||||||||||||||||||
Nonperforming loans | $ | 10,899 | $ | 11,702 | $ | 13,473 | $ | 11,876 | $ | 12,375 | $ | 11,876 | $ | 15,856 | $ | 12,030 | ||||||||||||||||
Other real estate owned | 1,007 | 1,030 | 1,187 | 1,585 | 1,687 | 1,585 | 2,008 | 2,833 | ||||||||||||||||||||||||
Allowance for loan losses | 7,032 | 6,842 | 6,919 | 6,844 | 6,529 | 6,844 | 7,054 | 7,897 | ||||||||||||||||||||||||
Nonperforming loans (3) to period-end loans | 1.82 | % | 2.04 | % | 2.41 | % | 2.15 | % | 2.26 | % | 2.15 | % | 4.58 | % | 3.27 | % | ||||||||||||||||
Allowance for loan losses to period-end loans | 1.18 | % | 1.19 | % | 1.24 | % | 1.24 | % | 1.19 | % | 1.24 | % | 2.04 | % | 2.15 | % | ||||||||||||||||
Delinquency Ratio (4) | 0.36 | % | 0.32 | % | 0.23 | % | 0.91 | % | 0.36 | % | 0.91 | % | 0.25 | % | 0.32 | % | ||||||||||||||||
Net loan charge-offs (recoveries) to average loans | 0.14 | % | -0.01 | % | 0.04 | % | -0.10 | % | 0.02 | % | -0.03 | % | 0.15 | % | -0.12 | % |
(1) | Efficiency ratio is calculated as non-interest expenses divided by the sum of net interest income and non-interest income. |
(2) | Annualized. |
(3) | Nonperforming loans consist of non-accrual loans and restructured loans. |
(4) | Delinquency Ratio includes loans 30-89 days past due and excludes non-accrual loans. |
Exhibit 99.2
FOR RELEASE: |
November 3, 2015 |
William L. Hedgepeth, II
Executive Vice President
Chief Executive Officer
Office: 910-892-7080 BillH@SelectBank.com
SelectBank.com
SELECT BANCORP RECEIVES REGULATORY APPROVALS TO PURCHASE TWO YADKIN BRANCHES
DUNN, NC . . . Select Bancorp, Inc. (the “Company” NASDAQ: SLCT), the holding company for Select Bank & Trust, today announced receipt of regulatory approval from both the Federal Deposit Insurance Corporation (FDIC) and the North Carolina State Banking Commission for the acquisition of two branches of Yadkin Bank located in Morehead City and Leland, N.C.
Terms of the agreement provide for Select Bank to acquire all the real property, equipment, and other selected assets associated with Yadkin Bank’s Morehead City and Leland branches, both located in North Carolina. Select Bank also agreed to assume the majority of deposits and will purchase substantially all loans associated with the two branches.
On the approval, William L. Hedgepeth, president and CEO of Select Bancorp said, “We are glad to move forward with this acquisition and thankful for the approvals. It has been our goal for some time to expand the markets we serve. As part of our strategic planning process and growth philosophy, we make an effort to see out prime locations and identify and hire outstanding employees. These two locations are a great fit for our bank. We look forward to serving the people of Brunswick and Carteret counties. This is an exciting time for Select Bancorp, all of our shareholders, customers and communities, as a larger well-established local bank.
The final piece of the conversion of the two branches will take place at the end of the business day on December 11, 2015 as systems will be converted to Select Bank. When both branches open for business on Monday, December 14, they will be operating as Select Bank & Trust.
Select Bank & Trust will be acquiring approximately $40 million in deposits and $10 in loans.
Select Bank & Trust has branch offices in these North Carolina communities: Dunn, Burlington, Clinton, Elizabeth City, Fayetteville, Goldsboro, Greenville, Lillington, Lumberton, Raleigh and Washington.
Select Bancorp, Inc.
Select Bancorp, Inc. is a bank holding company, headquartered in Dunn, North Carolina, whose wholly-owned subsidiary, Select Bank & Trust Company, is a state-chartered commercial bank insured by the FDIC. Select Bank & Trust Company has twelve branch offices located in Burlington, Clinton, Dunn, Goldsboro, Greenville (2), Elizabeth City, Fayetteville, Lillington, Lumberton, Raleigh and Washington, North Carolina. More information can be obtained by visiting Select's web site at www.SelectBank.com.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” “could,” “future” or the negative of those terms or other words of similar meaning. You should read statements that contain these words carefully because they discuss our future expectations or state other “forward-looking” information. These forward-looking statements involve a number of risks and uncertainties.
Source
Select Bancorp, Inc.