-----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, VwzQI5Bd2Gry8EEuwsXpBs/V74f0ed0Fmg2kVF0a5o21kWts+It2OL8gcXJEsJ8o 7fCEx7i6e5wX1w9ssquBIQ== 0001181431-06-059878.txt : 20061027 0001181431-06-059878.hdr.sgml : 20061027 20061027085504 ACCESSION NUMBER: 0001181431-06-059878 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061026 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061027 DATE AS OF CHANGE: 20061027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Porter Bancorp, Inc. CENTRAL INDEX KEY: 0001358356 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 611142247 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33033 FILM NUMBER: 061167302 BUSINESS ADDRESS: STREET 1: 2500 EASTPOINT PARKWAY CITY: LOUISVILLE STATE: KY ZIP: 40223 BUSINESS PHONE: 502-499-4800 MAIL ADDRESS: STREET 1: 2500 EASTPOINT PARKWAY CITY: LOUISVILLE STATE: KY ZIP: 40223 8-K 1 rrd134013.htm Prepared By R.R. Donnelley Financial -- Form 8-K
 
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):  10/26/2006
 
PORTER BANCORP, INC.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  001-33033
 
Kentucky
  
61-1142247
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
2500 Eastpoint Parkway
Louisville, KY 40223
(Address of principal executive offices, including zip code)
 
502-499-4800
(Registrant’s telephone number, including area code)
 
(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))
 

Information to be included in the report

 
Item 2.02.    Results of Operations and Financial Condition
 
On October 26, 2006, Porter Bancorp Inc. issued a press release announcing its financial results for the third quarter and nine months ended September 30, 2006. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Form 8-K and in Exhibit 99.1 attached hereto is being furnished to the Securities and Exchange Commission pursuant to Item 2.02 - Results of Operations and Financial Condition and shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

 
 
Item 9.01.    Financial Statements and Exhibits
 
(d)        Exhibits

Exhibit No.        Description of Exhibit

99.1                Press Release dated October 26, 2006
 

 

Signature(s)
 
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.
 
     
 
PORTER BANCORP, INC.
 
 
Date: October 27, 2006
     
By:
 
/s/    David B. Pierce

               
David B. Pierce
               
Chief Financial Officer
 
 
EX-99.1 2 rrd134013_16526.htm Exhibit 99

Exhibit 99.1

 

Porter Bancorp, Inc. Announces Record Earnings for the Third Quarter 2006

 

LOUISVILLE, Ky.--(BUSINESS WIRE)--October 26, 2006--Porter Bancorp, Inc. (NASDAQ: PBIB), parent company of PBI Bank, with offices in Louisville and throughout central Kentucky, today reported results for the third quarter and nine months ended September 30, 2006. The Company reported net income of $3.8 million and $10.6 million for the three months and nine months ended September 30, 2006, respectively. This compares to net income of $3.7 million and $10.6 million for the same periods in 2005. Additionally, on an adjusted pro forma basis, this compares to net income of $3.1 million and $9.1 million for the same periods in 2005. Basic and diluted earnings per share was $ .59 and $1.67 for the three months and nine months ended September 30, 2006, respectively, compared to $.63 and $1.80 for the same periods in 2005 and on an adjusted pro forma basis

$.49 and $1.43 for the same periods in 2005. The pro forma adjustments present the Company's 2005 results as if its acquisition of minority interests in subsidiary banks and the termination of its S corporation status, which were effective on December 31, 2005, were in effect for all of 2005.

"We are pleased to report a continuing trend of earnings growth and we are optimistic about the future of our Company," stated Maria L. Bouvette, President and Chief Executive Officer. "We fully understand our responsibility to our shareholders and we are very appreciative of their support for us."

Total assets declined by $13.7 million during the quarter due to the utilization of cash and cash equivalents for planned reductions in borrowings and the non-renewal of national market certificates of deposit. Loans increased by $2.9 million and core transactional deposit accounts increased by $20.1 million.

Other highlights for the third quarter include the successful completion of the Company's initial public offering on September 22, 2006, the repayment of $9.5 million in debt incurred to acquire minority interests in 2005, and an improvement in non-performing asset levels from June 30, 2006. In its public offering, the Company issued 1,250,000 new shares at a price of $24.00 per share.

"Despite a flat yield curve, we experienced only modest compression of our net interest margin which remained strong at 3.95% and 4.00% for the quarter and year to date, respectively," said Bouvette.

Net interest income was $9,279,000 for the three months ended September 30, 2006, an increase of $38,000, or 0.4%, compared with $9,241,000 for the same period in 2005. Net interest income was $27,733,000 for the nine months ended September 30, 2006, an increase of $1,148,000, or 4.3%, compared with $26,585,000 for the same period in 2005. The overall increase in net interest income was attributable to an increase in overall loan volume offset by the reduction in net interest margin reflecting the effect of a flattening yield curve.

Provision for loan losses decreased $439,000 to $276,000 for the three months ended September 30, 2006 and $739,000 to $1,029,000 for the nine months ended September 30, 2006 compared to the same periods ended September 30, 2005. In connection with our reorganization and consolidation of our loan review processes during 2005, we conducted a thorough review of our loan portfolio resulting in an increased provision for loan losses. We assess the adequacy of our loan loss reserve each quarter and make the appropriate provision for loan losses based on that assessment.

Non-interest income for the third quarter of 2006 decreased $45,000, or 3.3%, from the third quarter of 2005. Non-interest income for the nine months ended September 30, 2006 decreased $328,000, or 7.6%, in comparison to the same period last year. The decrease for both the third quarter and the first nine months of 2006 was primarily due to decreased income from service charges on deposit accounts and gains on sales of government guaranteed loans, reflecting the cyclical nature of originations and sales of this type of loan. Service charges on deposit accounts decreased as a result of changes in product fee structures that the Company believes will make certain products more competitive, thereby increasing product sales over time. These decreases in non-interest income were partially offset by increased income from gains on sales of loans originated for sale through the Bank's mortgage division, which we acquired in January 2006.

Non-interest expense for the quarter ended September 30, 2006 of $4.7 million represented a 5.4% decrease from $4.9 million for the third quarter of 2005. Non-interest expense for the nine months ended September 30, 2006 of $14.9 million represented a 1.1% increase from the $14.8 million for the same period last year. The decrease in non-interest expense for the quarter was primarily due to reduced employee benefit costs resulting from a change in the Company's group health benefit plan effective on July 1, 2006 and an increase in deferred direct loan origination costs. This decrease was partially offset by the increased advertising cost in connection with branding our Bank's new name, PBI Bank. The primary factors impacting non-interest expense for the nine month period were additional employee compensation expenses relating to planned growth in our lending staff; decreased group benefit plan costs; and the increased advertising cost. In addition, the Company implemented Statement of Financial Account ing Standards No. 123(r), "Share-Based Payment" (SFAS No. 123(r)) during the first quarter of 2006 resulting in the recognition of $41,000 and $106,000 in non-cash compensation expense in the third quarter and first nine months of 2006, respectively. No such expense was recorded in the comparative periods of 2005.

Total assets for the third quarter increased 3.5% to $999.7 million from $965.7 million at September 30, 2005. The Company's loan portfolio increased 2.7% to $817.4 million from $795.6 million at September 30, 2005 primarily due to in-house loan origination efforts of our lending staff. Deposits at September 30, 2006 increased by 1.7% to $802.4 million from $789.3 million at September 30, 2005 primarily due to an increase in both time deposits and transactional accounts from promotional efforts throughout the period.

In conclusion, Bouvette added "Overall we were very pleased with our performance during the third quarter. Although we did experience uncharacteristic paydown activity in our loan portfolio, which limited our net loan growth, we believe paydown levels have normalized going into the fourth quarter. We are optimistic we have regained our growth momentum as indicated by our robust loan production pipeline. We continue to see market expansion opportunities and we remain focused on our strategic initiatives."

PBIB-G

 

Forward-Looking Statements

Statements in this press release relating to Porter Bancorp's plans, objectives, expectations or future performance are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management's current expectations. Porter Bancorp's actual results in future periods may differ materially from those currently expected due to various risks and uncertainties, including those discussed in the "Risk Factors" section of the Company's Form S-1 Registration Statement (Reg. No. 333-133198) and subsequent periodic reports filed with the Securities and Exchange Commission. The forward-looking statements in this press release are made as of the date of the release and Porter Bancorp does not assume any responsibility to update these statements.

Additional Information

Unaudited supplemental financial information for the third quarter and nine months ending September 30, 2006 follows.

 

 

 

 

 

 

 

 

 

 

PORTER BANCORP, INC. AND SUBSIDIARY

Unaudited Financial Information

(in thousands, except share and per share data)

 

 

Three Months Ended

 

Nine Months Ended

 

September 30,

 

September 30,

   

2006

   

2005

   

2006

   

2005

Income Statement Data

                     

Interest income

$

18,564

 

$

15,903

 

$

53,498

 

$

44,917

Interest expense

 

9,285

   

6,662

   

25,765

   

18,332

Net interest income

 

9,279

   

9,241

   

27,733

   

26,585

Provision for loan losses

 

276

   

715

   

1,029

   

1,768

Net interest income after provision for loan losses

 

9,003

   

8,526

   

26,704

   

24,817

Non-interest income

 

1,317

   

1,362

   

4,013

   

4,341

Non-interest expense

 

4,653

   

4,919

   

14,940

   

14,771

Income before minority interest

 

5,667

   

4,969

   

15,777

   

14,387

Minority interest in net income

                     

of consolidated subsidiaries

 

-

   

318

   

-

   

996

Income before income taxes

 

5,667

   

4,651

   

15,777

   

13,391

Income tax expense

 

1,858

   

947

   

5,135

   

2,827

Net income

$

3,809

 

$

3,704

 

$

10,642

 

$

10,564

                       

Weighted average shares (basis & diluted)

 

6,454,730

   

5,868,224

   

6,373,656

   

5,868,224

                       

Basic and diluted earnings per share

$

0.59

 

$

0.63

 

$

1.67

 

$

1.80

Cash dividends declared per share

$

0.20

 

$

0.48

 

$

0.60

 

$

1.11

                       

Pro Forma Data (1)

                     

Net income:

                     

As reported

$

3,809

 

$

3,704

 

$

10,642

 

$

10,564

Adjustments:

                     

Add back minority interests (2)

 

-

   

318

   

-

   

996

Additional taxes (3)

 

-

   

(743)

   

-

   

(2,065)

Acquisition funding (4)

 

-

   

(147)

   

-

   

(440)

Adjusted net income

$

3,809

 

$

3,132

 

$

10,642

 

$

9,055

                       

Weighted Average Shares Outstanding

                     

As reported and as adjusted for stock split

 

6,454,730

   

5,868,224

   

6,373,656

   

5,868,224

Shares issued in the Ascencia transaction

 

-

   

464,223

   

-

   

464,223

Adjusted shares outstanding

 

6,454,730

   

6,332,447

   

6,373,656

   

6,332,447

                       

Basic and diluted earnings per share

$

0.59

 

$

0.49

 

$

1.67

 

$

1.43

  1. The pro forma adjustments present the Company's 2005 results as if its acquisition of minority interests in subsidiary banks and the termination of its S corporation status, which were effective on December 31, 2005, were in effect for all of 2005.
  2. This adjustment reflects the minority interests in subsidiaries in a corporate reorganization on December 31, 2005.
  3. This adjustment represents a tax rate of 34% applied to reported pre-tax income less reported tax expense to reflect the conversion from Subchapter S corporation to C corporation status effective December 31, 2005.
  4. Acquisition funding for the reorganization includes $9,500 in senior notes at an annual 6% interest rate and $5,313 in cash at an assumed annual 6% interest rate, net of tax at a 34% tax rate.

 

 

PORTER BANCORP, INC. AND SUBSIDIARY

Unaudited Financial Information

(in thousands, except share and per share data)

   

September

 

June

 

March

 

December

 

September

   

2006

 

2006

 

2006

 

2005

 

2005

Balance Sheet Data (at period end)

                   

Total assets

 

$ 999,661

 

$ 1,013,372

$ 981,231

 

$ 991,481

 

$ 965,668

Total loans

 

817,421

 

814,489

 

807,736

 

791,951

 

795,643

Non-interest bearing deposits

 

67,534

 

66,064

 

64,949

 

62,379

 

63,356

Interest bearing deposits

 

734,884

 

746,126

 

745,015

 

744,200

 

725,935

Stockholders' equity

 

105,806

 

75,537

 

73,968

 

71,876

 

69,497

Shares outstanding

 

7,620,497

 

6,371,697

 

6,372,047

 

6,332,447

 

5,868,224

Book value per share

 

13.88

 

11.86

 

11.61

 

11.35

 

11.84

Tangible book value per share

 

12.15

 

9.95

 

9.60

 

9.32

 

10.93

 

 

Three Months Ended

 

Nine Months Ended

 

September 30,

 

September 30,

   

2006

   

2005

     

2006

   

2005

 

Average Balance Sheet Data

                         

Average assets

$

988,265

 

$

955,716

   

$

985,074

 

$

932,519

 

Average assets -- pro forma (1)

 

-

   

961,397

     

-

   

929,222

 

Average loans

 

811,838

   

779,418

     

807,104

   

766,842

 

Average earning assets

 

940,831

   

916,693

     

936,821

   

894,947

 

Average deposits

 

797,908

   

779,376

     

803,569

   

765,539

 

Average long-term debt and advances

 

101,477

   

77,431

     

93,769

   

76,182

 

Average interest bearing liabilities

 

837,381

   

803,623

     

836,859

   

786,125

 

Average stockholders' equity

 

78,410

   

69,396

     

75,945

   

68,487

 

Average stockholders' equity -- pro forma (1)

 

-

   

71,724

     

-

   

69,778

 
                           

Performance Ratios

                         

Return on average assets

 

1.53

%

 

1.54

%

   

1.44

%

 

1.51

%

Return on average assets -- pro forma (1)

 

-

   

1.30

     

-

   

1.30

 

Return on average equity

 

19.27

   

21.18

     

18.74

   

20.62

 

Return on average equity -- pro forma (1)

 

-

   

17.47

     

-

   

17.30

 

Net interest margin, fully tax equivalent

 

3.95

   

4.04

     

4.00

   

4.01

 

Efficiency ratio

 

43.91

   

46.39

     

47.06

   

47.76

 
                           

Asset Quality Data (at period end)

                         

Non-performing loans

             

$

9,972

 

$

8,868

 

Allowance for loan losses to non-performing loans

 

           

126.91

%

 

140.21

%

Allowance for loan losses to portfolio loans

               

1.55

   

1.56

 

Non-performing loans to total portfolio loans

               

1.22

   

1.11

 

 

                         

(1) As adjusted on a pro forma basis to present the Company's 2005 results as if its acquisition of minority interests in subsidiary banks and the termination of its S corporation status, which became effective on December 31, 2005, were in effect for all of 2005.

 

CONTACT: Porter Bancorp, Inc. Maria L. Bouvette, 502-499-4800

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