-----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, Me6nAli55uyPdSnpi6FEhI0z3Hn+ZVlLp8lSSSQtgi+fDb7HlAX7IXGpmcu7GpRW jfBhYpWaDO22Hn8R/5rEaw== 0000909654-05-001986.txt : 20051026 0000909654-05-001986.hdr.sgml : 20051026 20051026161107 ACCESSION NUMBER: 0000909654-05-001986 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051025 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051026 DATE AS OF CHANGE: 20051026 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SI Financial Group, Inc. CENTRAL INDEX KEY: 0001292580 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 STATE OF INCORPORATION: X1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50801 FILM NUMBER: 051157243 BUSINESS ADDRESS: STREET 1: 803 MAIN STREET CITY: WILLIMANTIC STATE: CT ZIP: 06226 BUSINESS PHONE: (860) 423-4581 MAIL ADDRESS: STREET 1: 803 MAIN STREET CITY: WILLIMANTIC STATE: CT ZIP: 06226 8-K 1 sifinancial8kearnoct-05.txt 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 25, 2005 ---------------- SI FINANCIAL GROUP, INC. ------------------------ (Exact name of registrant as specified in its charter) United States 0-50801 84-1655232 - ------------- ------- ---------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 803 Main Street, Willimantic, Connecticut 06226 - ----------------------------------------- ----- (Address of principal executive offices) (Zip Code) (860) 423-4581 -------------- (Registrant's telephone number, including area code) 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 October 25, 2005, SI Financial Group, Inc., the holding company for Savings Institute Bank and Trust Company, announced its financial results for the three and nine months ended September 30, 2005. The press release announcing financial results for the three and nine months ended September 30, 2005 is included as Exhibit 99.1 and is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. --------------------------------- (a) Financial Statements of Businesses Acquired: Not applicable (b) Pro Forma Financial Information: Not applicable (c) Exhibits Number Description ------ ----------- 99.1 Press Release Dated October 25, 2005 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 thereunto duly authorized. SI FINANCIAL GROUP, INC. Date: October 26, 2005 By: /s/ Sandra M. Mitchell ------------------------------------ Sandra M. Mitchell Corporate Secretary EX-99 2 sifinancial8kearnoct-05ex99.txt SI FINANCIAL GROUP, INC. REPORTS RESULTS FOR THE THREE MONTHS AND THE NINE MONTHS ENDED SEPTEMBER 30, 2005 Willimantic, Connecticut--October 25, 2005--SI Financial Group, Inc. (the "Company") (NASDAQ National Market: SIFI), the holding company of Savings Institute Bank and Trust Company (the "Bank"), reported net income of $812,000, or $0.07 basic and diluted earnings per common share, for the quarter ended September 30, 2005 versus a net loss of $1.0 million for the quarter ended September 30, 2004. Net income for the nine months ended September 30, 2005 was $2.6 million, or $0.21 basic and diluted earnings per common share, compared to $186,000 for the nine months ended September 30, 2004. Per share data is not presented for the three and nine months ended September 30, 2004, as the Company had no shares outstanding prior to the Company's initial public offering on September 30, 2004. For both the three and the nine month periods ended September 30, 2005, the increase in net income was primarily due to increases in net interest and dividend income and noninterest income and a decrease in the provision for loan losses, offset by an increase in the provision for income taxes. The net loss for the third quarter of 2004 was mainly attributable to the establishment and funding of SI Financial Group Foundation with 251,275 shares of the Company's common stock which resulted in a charitable contribution expense of $2.5 million, or approximately $1.7 million after tax. Additionally, the Bank sold corporate and non-agency mortgage-backed securities during the third quarter of 2004 which resulted in net security losses of $355,000. Net interest and dividend income increased 15.2% to $5.5 million for the three months ended September 30, 2005 from $4.8 million for the three months ended September 30, 2004 and increased 16.3% to $16.2 million for the nine months ended September 30, 2005 from $13.9 million for the nine months ended September 30, 2004. Net interest and dividend income for both the three and nine months ended September 30, 2005 rose primarily due to an increase in the average balance of interest-earning assets, offset by an increase in the cost of funds. The provision for loan losses totaled $75,000 for the third quarter of 2005, representing a decrease of $25,000 over the same period in 2004. The provision for loan losses decreased $90,000 for the first nine months of 2005 compared to the same period in the prior year. The lower provision reflects a higher quality loan portfolio, as evidenced by a $1.3 million, or 84.0%, reduction in the Bank's nonperforming loans and net recoveries from loan losses of $59,000 for the nine months ended September 30, 2005 compared to net charge-offs of $32,000 for the nine months ended September 30, 2004. Noninterest income was $1.4 million for the quarter ended September 30, 2005 compared to $754,000 for the quarter ended September 30, 2004. Noninterest income increased $1.3 million to $4.4 million for the nine months ended September 30, 2005 compared to $3.1 million for the same period in 2004. For the three months and the nine months ended September 30, 2005, service fees increased $347,000 and $908,000, respectively, as a result of the expansion of the Bank's deposit-related products. Also contributing to the rise in noninterest income were increases in realized gains on the sale of available for sale securities of $379,000 and $228,000, respectively, and net gains on the sale of loans of $15,000 and $182,000, respectively, for the three and the nine months ended September 30, 2005. The net gain on the sale of loans for 2005 resulted from the sale of $33.9 million of predominately fixed-rate residential mortgage loans. Higher loan sales in 2005 reflect the Bank's initiative to mitigate interest rate risk and to manage liquidity in a rising interest rate environment. Noninterest expenses were $5.6 million for the quarter ended September 30, 2005 compared to $7.0 million for the quarter ended September 30, 2004. Noninterest expenses increased by $55,000 for the nine months ended September 30, 2005 compared to the same period in 2004. For the three months and the nine months ended September 30, 2005, the increase in noninterest expenses reflected higher compensation costs, which related to additional salaries, benefits and taxes for elevated staffing levels in response to the expansion of branch facilities and amortization of share-based compensation awards. Professional services increased from higher legal and auditing costs associated with the Company's public reporting requirements and consulting costs for assistance with Sarbanes Oxley compliance. Additionally, marketing costs rose in response to aggressive marketing campaigns. During 2004, noninterest expenses included the charitable contribution to SI Financial Group Foundation of $2.5 million in the third quarter of 2004 and a $337,000 impairment charge to reduce the carrying value on a former branch facility to its estimated net market value in the nine months ended September 30, 2004. Total assets grew $46.1 million, or 7.4%, to $670.7 million at September 30, 2005 from $624.6 million at December 31, 2004. Contributing to the increase in assets were increases of $45.7 million in net loans receivable, $1.8 million in premises and equipment and $1.3 million in Federal Home Loan Bank stock, offset by decreases of $3.4 million in available for sale securities and $1.6 million in cash and cash equivalents. The increase in net loans receivable reflects strong loan originations, offset by increased loan sales. Additional capital expenditures associated with branch expansion contributed to the increase in premises and equipment during the first nine months of 2005. Federal Home Loan Bank stock rose in response to an increase in Federal Home Loan Bank borrowings. Available for sale securities decreased as a result of a reduction in mortgage-backed securities. Total liabilities were $590.2 million at September 30, 2005 compared to $543.8 million at December 31, 2004. Deposits increased $28.5 million, or 6.2%, from year-end, reflecting a rise in NOW and money market accounts and certificates of deposit. Borrowings increased from $79.9 million at December 31, 2004 to $98.3 million at September 30, 2005, resulting from an increase in FHLB advances utilized to fund loan demand and to invest in securities yielding greater returns than the cost of borrowings. Total stockholders' equity decreased $327,000 from $80.8 million at December 31, 2004 to $80.5 million at September 30, 2005. The decrease in equity related primarily to $1.4 million of equity incentive awards, dividends declared of $475,000 and an increase in net unrealized holding losses on available for sale securities aggregating $1.1 million (net of taxes), offset by current year's earnings of $2.6 million. The reduction in equity related to the Company's equity incentive awards was mainly due to the restricted stock awards granted during the second quarter of 2005, offset by the amortization of stock-based compensation on outstanding stock option and restricted stock awards. The Company's investment securities portfolio, which includes primarily U.S. government and agency obligations and mortgage-backed securities, was unfavorably affected by market rates, and resulted in higher unrealized losses on available for sale securities for the period. As previously announced, the Company declared a cash dividend of $0.03 per outstanding common share, at a total distribution of $158,000, on September 22, 2005 to be paid on or about October 28, 2005 to shareholders of record as of October 7, 2005. The total amount of the dividend reflects SI Bancorp, MHC's, the Company's mutual holding company parent, waiver of receipt of its dividend. The Company continues to utilize its proceeds from the initial public offering to invest in loans and securities, branch expansion and the development of the Company's infrastructure and employees. The Bank looks forward to the opening of its seventeenth branch location in South Windsor, Connecticut during the fourth quarter of 2005, East Lyme, Connecticut in early 2006 and Gales Ferry, Connecticut during the second quarter of 2006. "We are very pleased with the growth and performance of the Bank, particularly as it pertains to increases in both net interest and noninterest income," said President and Chief Executive Officer, Rheo A. Brouillard. "These increases reflect the growth in interest-earning assets and in core deposit account activity. In terms of loan performance, the reduction in the Bank's nonperforming loans is a reflection of highly-experienced personnel and a lending approach that remains conservative and cautious." Savings Institute Bank and Trust Company is headquartered in Willimantic, Connecticut, with sixteen offices in eastern Connecticut. The Bank continues to explore other locations for further expansion. The Bank is a full service community-oriented financial institution dedicated to servicing the financial service needs of consumers and businesses within its market area. ================================================================================ THIS RELEASE CONTAINS "FORWARD-LOOKING STATEMENTS" WHICH MAY DESCRIBE FUTURE PLANS AND STRATEGIES, INCLUDING OUR EXPECTATIONS OF FUTURE FINANCIAL RESULTS. MANAGEMENT'S ABILITY TO PREDICT RESULTS OR THE EFFECT OF FUTURE PLANS OR STRATEGIES IS INHERENTLY UNCERTAIN. AMONG THE FACTORS THAT COULD AFFECT OUR ACTUAL RESULTS INCLUDE MARKET INTEREST RATE TRENDS, THE GENERAL REGIONAL AND NATIONAL ECONOMIC MARKET, OUR ABILITY TO CONTROL COSTS AND EXPENSES, OUR ABILITY TO OPERATE NEW BRANCH OFFICES PROFITABLY, ACTIONS BY OUR COMPETITORS AND THEIR PRICING, LOAN DELINQUENCY RATES AND CHANGES IN FEDERAL AND STATE REGULATION. AS WE HAVE NO CONTROL OVER ANY OF THESE FACTORS, THEY SHOULD BE CONSIDERED IN EVALUATING ANY FORWARD-LOOKING STATEMENTS AND UNDUE RELIANCE SHOULD NOT BE PLACED ON SUCH STATEMENTS. EXCEPT AS REQUIRED BY APPLICABLE LAW OR REGULATION, SI FINANCIAL GROUP, INC. DISCLAIMS ANY OBLIGATION TO UPDATE SUCH FORWARD-LOOKING STATEMENTS.
SELECTED FINANCIAL CONDITION DATA: - -------------------------------------------------------------------------------------------------------- September 30, December 31, (DOLLARS IN THOUSANDS/UNAUDITED) 2005 2004 - -------------------------------------------------------------------------------------------------------- ASSETS Noninterest-bearing cash and due from banks $ 17,468 $ 21,647 Interest-bearing cash and cash equivalents 11,698 9,128 Investment securities 122,837 124,870 Loans held for sale 157 200 Loans receivable, net 493,679 447,957 Cash surrender value of life insurance 7,767 7,561 Other assets 17,110 13,286 ----------------------------------- Total assets $ 670,716 $ 624,649 =================================== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits $ 486,304 $ 457,758 Borrowings 98,345 79,891 Other liabilities 5,585 6,191 ----------------------------------- Total liabilities $ 590,234 $ 543,840 ----------------------------------- Stockholders' equity 80,482 80,809 ----------------------------------- Total liabilities and stockholders' equity $ 670,716 $ 624,649 ===================================
SELECTED OPERATIONS DATA: - -------------------------------------------------------------------------------------------------------- Three Months Ended Nine Months Ended September 30, September 30, ------------- ------------- (DOLLARS IN THOUSANDS/UNAUDITED) 2005 2004 2005 2004 - -------------------------------------------------------------------------------------------------------- Interest and dividend income $ 8,711 $ 7,151 $ 24,795 $ 20,837 Interest expense 3,206 2,374 8,622 6,931 ------------------------------------------------------------- Net interest and dividend income 5,505 4,777 16,173 13,906 ------------------------------------------------------------- Provision for loan losses 75 100 310 400 ------------------------------------------------------------- Net interest and dividend income after provision for loan losses 5,430 4,677 15,863 13,506 Noninterest income 1,425 754 4,381 3,058 Noninterest expenses 5,638 6,997 16,443 16,388 ------------------------------------------------------------- Income (loss) before provision for income taxes 1,217 (1,566) 3,801 176 Provision (benefit) for income taxes 405 (556) 1,242 (10) ------------------------------------------------------------- Net income (loss) $ 812 $ (1,010) $ 2,559 $ 186 =============================================================
SELECTED OPERATIONS DATA - CONTINUED: - -------------------------------------------------------------------------------------------------------- Three Months Ended Nine Months Ended September 30, September 30, (UNAUDITED) ------------- ------------- 2005 2004 2005 2004 - -------------------------------------------------------------------------------------------------------- Earnings per common share: Basic $ 0.07 N/A $ 0.21 N/A Diluted 0.07 N/A 0.21 N/A Weighted-average common shares outstanding: Basic 12,026,119 N/A 12,064,016 N/A Diluted 12,146,514 N/A 12,101,886 N/A
SELECTED FINANCIAL RATIOS: - -------------------------------------------------------------------------------------------------------- At or For the Three At or For the Nine (DOLLARS IN THOUSANDS) Months Ended Months Ended September 30, September 30, ------------- ------------- 2005 2004 2005 2004 - -------------------------------------------------------------------------------------------------------- SELECTED PERFORMANCE RATIOS: (1) Return on average assets 0.49 % (0.69) % 0.53 % 0.05 % Return on average equity 3.95 (11.29) 4.21 0.71 Interest rate spread 3.13 3.28 3.24 3.44 Net interest margin 3.51 3.52 3.59 3.63 Efficiency ratio (2) 81.64 118.88 80.23 95.56 ASSET QUALITY RATIOS: Allowance for loan losses $ 3,569 $ 3,056 Allowance for loan losses as a percent of total loans 0.72 % 0.72 % Allowance for loan losses as a percent of nonperforming loans 1450.81 198.70 Nonperforming loans $ 246 $ 1,538 Nonperforming loans as a percent of total loans 0.05 % 0.36 % Nonperforming assets (3) $ 596 $ 1,538 Nonperforming assets as a percent of total assets 0.09 % 0.26 % (1) Ratios have been annualized. (2) Represents noninterest expense divided by the sum of net interest and dividend income and noninterest income, less any realized gains or losses on the sale of securities. The efficiency ratio, excluding the effect of the contribution to SI Financial Group Foundation, for the three months and the nine months ended September 30, 2004 was 76.18% and 80.98%, respectively. (3) Nonperforming assets consist of nonperforming loans and other real estate owned. ========================================================================================================
CONTACT: SI Financial Group, Inc. Sandra Mitchell: (860) 423-4581 -----END PRIVACY-ENHANCED MESSAGE-----