8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 27, 2012 (April 26, 2012)

BIRMINGHAM BLOOMFIELD BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Michigan	000-52584	20-1132959
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)

33583 Woodward Avenue, Birmingham, Michigan 48009

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (248) 723-7200

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

The following information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.

On April 26, 2012, Birmingham Bloomfield Bancshares, Inc. issued a news release to report its financial results for the quarter ended March 31, 2012. The release is furnished as Exhibit 99.1 hereto.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit Number
99.1	Press Release, dated April 26, 2012 issued by Birmingham Bloomfield Bancshares, Inc.

2

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.

	BIRMINGHAM BLOOMFIELD BANCSHARES, INC.
Dated: April 26, 2012	By:	/s/ Thomas H. Dorr
		Thomas H. Dorr,
		Chief Financial Officer

3

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, dated April 26, 2012 issued by Birmingham Bloomfield Bancshares, Inc.

4

EX-99.1

Exhibit 99.1

Birmingham Bloomfield Bancshares, Inc. 33583 Woodward Avenue Birmingham, MI 48009 248-723-7200

April 26, 2012

For Immediate Release:	Contact:	Robert M. Farr
		Chief Executive Officer
		Birmingham Bloomfield Bancshares, Inc.
		248-283-6430

Birmingham Bloomfield Bancshares, Inc.

Announces Unaudited First Quarter Results

BIRMINGHAM, MI—Birmingham Bloomfield Bancshares, Inc. (OTC Bulletin Board: BBBI.OB) (“the Company”), the holding company for Bank of Birmingham, today announced first quarter net income for the period ended March 31, 2012. The favorable results are a product of improved margins, lower loan loss provision expense and an increase in non-interest income.

The Corporation reported net income of $336,000 or $0.19 per share of common stock for the first quarter of 2012, compared to net income of $414,000 or $0.23 per share for the first quarter of 2011. The overall performance was impacted by the recognition of income tax expense in 2012 not required in 2011. Excluding tax expense of $171,000 for the period, pre-tax net income after preferred dividends was $507,000, an increase of 22.5% from March 31, 2011.

Chief Executive Officer, Rob Farr, issued the results and commented, “On a pre-tax basis the performance represents our most profitable quarter. We have been successful in producing positive results as we continue to grow the institution, diversify our earnings and generate improvement in net interest margin. The pre-tax, pre-provision Return on Average Assets was 1.71% for the quarter and our book value reached $6.44. Overall we are pleased with the results and look forward to the remainder of 2012.”

Results of Operation

Total net interest income for the first quarter of 2012 increased 10.6% to $1.394 million compared to $1.260 million for the first quarter of 2011. The increase in net interest income was a result of earning assets growth and a reduction in funding costs. Net interest margin increased from 4.49% in the first quarter of 2011 to 4.80% during the current quarter. This was achieved by improving the asset mix of the balance sheet and lowering the aggregate cost of deposits.

The Company continues to be successful in generating significant revenue from non-interest income sources. Non-interest income totaled $484,000 for the first quarter of 2012, compared to $325,000 for the same period in 2011. The majority of the revenue was generated from SBA loan sales, mortgage banking activity and a gain of $150,000 on the sale of a foreclosed property. The Company participates in the SBA 7(a) program and recognized $122,000 in gain on sale and servicing income during the first quarter of 2012. Mortgage banking income represents the premium received on selling qualified residential loans in the secondary market. This generated $163,000 in revenue for the period ended March 31, 2012 compared to $12,000 in 2011. This was a function of increased loan volume due to the low interest rate environment.

Birmingham Bloomfield Bancshares, Inc. 33583 Woodward Avenue Birmingham, MI 48009 248-723-7200

Total non-interest expense for the first quarter of 2012 was $1.338 million, an increase of $255,000 compared to the same period of the prior year. This was a result of additional costs associated with increased volume from residential mortgage activity, adding new personnel to generate growth, expanding services, and dedicating resources to business development efforts to improve franchise awareness.

Balance Sheet

Total assets as of March 31, 2012 were $128.663 million, a 10.4% increase from the prior year. The balance sheet growth was a direct the result of an increase in loan and deposit balances. Total portfolio loans reached $106.628 million at the end of the first quarter, an increase of $8.423 million from the prior year. The growth was primarily concentrated in commercial real estate and mortgage related loans. The Company continues to focus on quality opportunities in our primary market as credit conditions have modestly improved. The asset quality of the Company remains solid; there were no non-performing asset outstanding and the allowance for loan loss was 1.50% of total portfolio loans. Total deposits as of March 31, 2012 were $111.774 million, an increase of 6.9% from 2011. The Bank also continues to be classified as well capitalized based on regulatory guidelines and the Tier 1 ratio was 10.13% for the quarter.

Birmingham Bloomfield Bancshares, Inc. is the holding company for Bank of Birmingham, a full-service community bank serving Oakland County. Bank of Birmingham is dedicated to providing financial services to small and medium sized businesses; their owners and employees; professionals; and individuals who work or reside in the Oakland County market area. Every Bank of Birmingham customer has a relationship manager who serves a single point of contact empowered to provide all the bank’s services. Birmingham Bloomfield Bancshares, Inc. marketmakers include Howe Barnes Hoefer and Arnett (acquired by Raymond James), Chicago; Monroe Securities, Chicago; and Hudson Securities, Inc., Jersey City, New Jersey.

Forward-Looking Statements

This news release contains comments or information that constitute forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995), which involve significant risks and uncertainties. Actual results may differ materially from the results discussed in the forward-looking statements. Factors that might cause such a difference include: changes in interest rates and interest-rate relationships; changes in the national and local economy; demand for products and services; the degree of competition by traditional and non-traditional competitors; changes in banking regulations; changes in tax laws; changes in prices, levies, and assessments; our ability to successfully integrate acquisitions into our existing operations, and the availability of new acquisitions, joint ventures and alliance opportunities; the impact of technological advances; governmental and regulatory policy changes; the outcomes of contingencies; trends in customer behavior as well as their ability to repay loans; and other factors included in the Company’s filings with the Securities and Exchange Commission, available free via EDGAR. The Company assumes no responsibility to update forward-looking statements.

(Unaudited Consolidated Financial Statements Follow)

2

Birmingham Bloomfield Bancshares, Inc.

Consolidated Balance Sheet (Unaudited)

	March 31, 2012			December 31, 2011			March 31, 2011
ASSETS
Cash and due from banks	$	11,436,761		$	4,693,585		$	14,036,879
Federal funds sold		—			—			—
Total cash and cash equivalents		11,436,761			4,693,585			14,036,879
Securities available-for-sale		4,513,638			4,594,761			3,150,652
Securities held-to-maturity		—			—			—
Federal Home Loan Bank Stock		169,900			169,900			160,200
Total securities		4,683,538			4,764,661			3,310,852
Loans held for sale		199,479			2,484,829			—
Portfolio loans
Consumer loans		1,081,458			1,305,501			813,491
Mortgage loans		13,325,469			11,572,620			11,257,843
Commercial loans		92,221,207			93,419,805			86,133,771
Total loans		106,628,134			106,297,926			98,205,105
Less: Allowance for loan loss		1,594,350			1,574,350			1,487,099
Net loans		105,033,784			104,723,576			96,718,007
Premises and equipment, net		1,350,946			1,395,187			1,435,426
Accrued interest receivable and other assets		5,958,663			6,335,623			1,019,575
TOTAL ASSETS	$	128,663,171		$	124,397,461		$	116,520,738
LIABILITIES
Deposits
Noninterest-bearing	$	18,750,714		$	19,662,283		$	12,477,840
Interest-bearing		93,023,218			88,015,546			92,110,155
Total deposits		111,773,932			107,677,829			104,587,995
Short term borrowings		—			—			—
Accrued interest payable, taxes and other liabilities		592,595			755,090			529,559
Total liabilities		112,366,527			108,432,919			105,117,554
SHAREHOLDERS’ EQUITY
Senior preferred stock A								1,635,000
Discount on senior preferred stock A								(56,427	)
Warrant preferred stock B								82,000
Premium on warrant preferred stock B								6,133
Senior preferred stock C								1,744,000
Senior preferred stock, series D		4,621,000			4,621,000			—
Common Stock, no par value		17,066,618			17,066,618			17,034,330
Authorized – 4,500,000 shares, Issued and outstanding – 1,812,662 1,812,662 and 1,800,000 shares respectively
Accumulated other comprehensive income		90,876			95,168			112,171
Additional paid in capital-share based payments		493,154			493,154			493,154
Accumulated deficit		(5,975,004	)		(6,311,398	)		(9,647,177	)
Total shareholders’ equity		16,296,644			15,964,542			11,403,185
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	128,663,171		$	124,397,461		$	116,520,738
Book value per share	$	6.44		$	6.26		$	4.44

Birmingham Bloomfield Bancshares, Inc.

Consolidated Statement of Income (Unaudited)

	For the three months ended
	March 31,
	2012		2011
Interest Income
Interest and fees on loans
Commercial loans	$	1,427,677	$	1,413,787
Installment loans		18,057		13,088
Mortgage loans		49,718		19,525
Home Equity loans		94,222		97,931
Late charges and fees		2,643		11,478
Total loan interest and fee income		1,592,317		1,555,809
Interest bearing deposits		3,414		4,618
Federal Funds Sold		—		13
Interest on investment securities
Taxable		24,688		27,911
Tax-exempt		1,008		—
Total investment income		25,696		27,911
Total interest income		1,621,427		1,588,351
Interest Expense
Interest on deposits		227,557		314,055
Interest on borrowed funds		64		14,509
Total interest expense		227,621		328,564
Net Interest Income		1,393,806		1,259,787
Provision for loan losses		20,000		39,000
Net Interest Income After Provision for Loan Losses		1,373,806		1,220,787
Non-interest Income
Service charge income		18,798		11,572
Mortgage banking activities		162,828		11,439
SBA loan sales		121,791		291,294
Other income		180,572		10,804
Total non-interest income		483,989		325,109
Non-interest Expense
Salaries and employee benefits		761,670		582,017
Occupancy expense		119,731		118,102
Equipment expense		49,152		35,400
Advertising		42,594		36,046
Data Processing		59,002		49,013
Professional fees		117,034		111,524
Loan origination expense		69,012		26,369
Regulatory Assessments		25,260		48,426
Other expense		95,040		76,519
Total non-interest expense		1,338,495		1,083,416
Net Income Before Income Taxes		519,300		462,480
Income tax expense		171,353		—
Net Income		347,947		462,480
Dividend and accretion on preferred stock		11,553		48,183
Net Income applicable to common shareholders	$	336,394	$	414,297
Income per share - basic	$	0.19	$	0.23

Birmingham Bloomfield Bancshares, Inc.

Financial Summary and Selected Ratios (Unaudited)

(Dollars in thousands except per share data)

	Year to Date
	March 31,						Change
	2012			2011			Amount			Percentage
INCOME STATEMENT
Interest Income	$	1,621		$	1,588		$	33			2.1	%
Interest Expense		228			329			(101	)		-30.7	%
Net Interest Income		1,394			1,260			134			10.6	%
Provision for loan loss		20			39			(19	)		-48.7	%
Non-interest income		484			325			159			48.9	%
Non-interest expense		1,338			1,083			255			23.5	%
Net Income before Income Taxes		519			462			57			12.3	%
Income tax expense		171			—			171			0.0	%
Net Income		348			462			(115	)		-24.8	%
Dividend and accretion on preferred stock		12			48			(37	)		-76.0	%
Net Income - common shareholders	$	336		$	414		$	(78	)		-18.8	%
Income per share - basic & diluted	$	0.19		$	0.23		$	(0.04	)		-19.0	%
BALANCE SHEET DATA
Total assets		128,663			116,521			12,142			10.4	%
Average Assets		126,499			115,435			11,064			9.6	%
Total loans		106,628			98,205			8,423			8.6	%
Allowance for loan loss (ALLL)		1,594			1,487			107			7.2	%
Total deposits		111,774			104,588			7,186			6.9	%
Other borrowings		—			—			—			0.0	%
Shareholders’ equity		16,297			11,403			4,893			42.9	%
Average Equity		16,206			11,167			5,039			45.1	%
ASSET QUALITY
Other real estate owned (OREO)		—			—			—			0.0	%
Net charge-offs		—			—			—			0.0	%
Non-accrual loans		—			298			(298	)		-100.0	%
(2) Non-performing assets (NPA)		—			298			(298	)		-100.0	%
Non-accrual loans / total loans		0.00	%		0.30	%		-0.30	%		-100.0	%
Allowance for loan loss / total loans		1.50	%		1.51	%		-0.02	%		-1.3	%
PERFORMANCE MEASUREMENTS
Net interest margin (tax equivalent)		4.80	%		4.49	%		0.31	%		6.9	%
(1) Return on average assets (annualized)		1.11	%		1.62	%		-0.51	%		-31.7	%
(3) Return on average assets (annualized)		1.71	%		1.76	%		-0.05	%		-2.9	%
(1) Return on average common equity (annualized)		12.08	%		24.17	%		-12.09	%		-50.0	%
(3) Return on average common equity (annualized)		18.72	%		26.21	%		-7.49	%		-28.6	%
Efficiency ratio		71.28	%		68.36	%		2.92	%		4.3	%
Tier 1 Leverage Ratio (Bank only)		10.13	%		8.33	%		1.80	%		21.61	%
Equity / Assets		12.67	%		9.79	%		2.88	%		29.4	%
Total loans / Total deposits		95.4	%		93.9	%		1.50	%		1.6	%
Book value per share	$	6.44		$	4.44		$	2.00			45.1	%
Income (loss) per share - basic & diluted	$	0.19		$	0.23		$	(0.04	)		-19.0	%
Shares outstanding		1,812,662			1,800,000			12,662			0.7	%
Average shares outstanding		1,812,662			1,800,000			12,662			0.7	%

(1) Amount is computed on net income before preferred dividends.

(2) Non-performing assets includes non-accrual loans and other real estate owned.

(3) Amount is computed on pre-tax, pre-provision earnings before preferred dividends

Birmingham Bloomfield Bancshares, Inc.

Financial Summary and Selected Ratios (Unaudited)

(Dollars in thousands except per share data)

	Quarter Ended
	March 31, 2012			December 31, 2011			September 30, 2011			June 30, 2011			March 31, 2011
INCOME STATEMENT
Interest Income	$	1,621		$	1,630		$	1,582		$	1,565		$	1,588
Interest Expense		228			280			301			314			329
Net Interest Income		1,394			1,350			1,281			1,251			1,260
Provision for loan loss		20			75			105			15			39
Non-interest income		484			309			319			280			325
Non-interest expense		1,338			1,484			1,317			1,207			1,083
Net Income before Income Taxes		519			100			177			310			462
Income tax expense (benefit)		171			(2,885	)		—			—			—
Net Income		348			2,985			177			310			462
Dividend and accretion on preferred stock		12			20			68			48			48
Net Income applicable to common shareholders	$	336		$	2,965		$	109		$	261		$	414
Income per share - basic & diluted	$	0.19		$	1.64		$	0.06		$	0.15		$	0.23
BALANCE SHEET DATA
Total assets		128,663			124,397			124,743			118,604			116,521
Average Assets		126,499			123,317			121,526			117,002			115,435
Total loans		106,628			106,298			102,580			100,079			98,205
Allowance for loan loss (ALLL)		1,594			1,574			1,499			1,502			1,487
Total deposits		111,774			107,678			111,171			106,305			104,588
Other borrowings		—			—			—			—			—
Shareholders’ equity		16,297			15,965			13,056			11,696			11,403
Average Equity		16,206			13,584			12,520			11,481			11,167
ASSET QUALITY
Other real estate owned (OREO)		—			298			298			298			—
Net charge-offs		—			—			108			—			—
Non-accrual loans		—			—			—			—			298
(2) Non-performing assets (NPA)		—			298			298			298			298
Non-accrual loans / total loans		0.00	%		0.00	%		0.00	%		0.00	%		0.30	%
Allowance for loan loss / total loans		1.50	%		1.48	%		1.46	%		1.50	%		1.51	%
PERFORMANCE MEASUREMENTS
Net interest margin (tax equivalent)		4.80	%		4.61	%		4.44	%		4.51	%		4.49	%
(1) Return on average assets (annualized)		1.11	%		9.60	%		0.58	%		1.06	%		1.62	%
(3) Return on average assets (annualized)		1.71	%		0.56	%		0.92	%		1.11	%		1.76	%
(1) Return on average common equity (annualized)		12.08	%		132.13	%		8.50	%		15.39	%		24.17	%
(3) Return on average common equity (annualized)		18.72	%		7.77	%		13.54	%		16.13	%		26.21	%
Efficiency ratio		71.28	%		89.43	%		82.37	%		78.80	%		68.36	%
Tier 1 Leverage Ratio (Bank only)		10.13	%		9.94	%		9.22	%		8.54	%		8.33	%
Equity / Assets		12.67	%		12.83	%		10.47	%		9.86	%		9.79	%
Total loans / Total deposits		95.4	%		98.7	%		92.3	%		94.1	%		93.9	%
Book value per share	$	6.44		$	6.26		$	4.65		$	4.60		$	4.44
Income (loss) per share - basic & diluted	$	0.19		$	1.64		$	0.06		$	0.15		$	0.23
Shares outstanding		1,812,662			1,812,662			1,812,662			1,800,000			1,800,000
Average shares outstanding		1,812,662			1,812,662			1,801,652			1,800,000			1,800,000

(1) Amount is computed on net income before preferred dividends.

(2) Non-performing assets includes non-accrual loans and other real estate owned.

(3) Amount is computed on pre-tax, pre-provision earnings before preferred dividends