-----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, MDqyjIjYjcrFhCKRxw27ym9o/l+JpTWBBG5RjmsB0vOnEZuaTYwho73+O6T4pi+b gT00GGr2TjH1xI1QAHbQJA== 0000943374-08-000082.txt : 20080124 0000943374-08-000082.hdr.sgml : 20080124 20080124132659 ACCESSION NUMBER: 0000943374-08-000082 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080124 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080124 DATE AS OF CHANGE: 20080124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ESSA Bancorp, Inc. CENTRAL INDEX KEY: 0001382230 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 000000000 STATE OF INCORPORATION: PA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33384 FILM NUMBER: 08547002 BUSINESS ADDRESS: STREET 1: 200 PALMER STREET CITY: STROUDSBURG STATE: PA ZIP: 18360 BUSINESS PHONE: (570) 421-0531 MAIL ADDRESS: STREET 1: 200 PALMER STREET CITY: STROUDSBURG STATE: PA ZIP: 18360 8-K 1 form8k_012408.txt 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): January 23, 2008 ---------------- ESSA BANCORP, INC. ------------------ (Exact Name of Registrant as Specified in its Charter) Pennsylvania 001-33384 20-8023072 - --------------------------- ------------------ ---------- (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorporation) Identification No.) 200 Palmer Street, Stroudsburg, Pennsylvania 18360 - -------------------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (570) 421-0531 -------------- 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 (see General Instruction A.2. below): [ ] 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 Operation and Financial Condition. --------------------------------------------- On January 23, 2008, ESSA Bancorp, Inc. (the "Company") issued a press release reporting its financial results for the quarter ended December 31, 2007. A copy of the press release announcing the results is attached as Exhibit 99.1. The information in the preceding Item, as well as Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933. Item 9.01. Financial Statements and Exhibits (a) Financial Statements of Businesses Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Shell Company Transactions. Not applicable. (d) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press release issued by the Company on January 23, 2008 announcing its financial results for the quarter ended December 31, 2007. 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. ESSA BANCORP, INC. DATE: January 24, 2008 By: /s/ Gary S. Olson ----------------------------------- Gary S. Olson, President and Chief Executive Officer EX-99.1 2 form8kex_012408.txt EXHIBITS/PRESS RELEASE ESSA BANCORP - ------------------------------------------------------------------------------- Date: January 23, 2008 Contact: Gary S. Olson, President & CEO Corporate Office: 200 Palmer Street Stroudsburg, Pennsylvania 18360 Telephone: (570) 421-0531 ESSA BANCORP, INC. ANNOUNCES OPERATING RESULTS FOR THE FIRST FISCAL QUARTER OF 2008 Stroudsburg, Pennsylvania, January 23, 2008 -- ESSA Bancorp, Inc., (the "Company") (NASDAQ: "ESSA") the holding company for ESSA Bank & Trust (the "Bank") today reported net income of $1.7 million, or $0.11 per share, for the three months ended December 31, 2007, as compared to net income of $861,000 for the corresponding 2006 period. The Company's net average interest earning assets for the three months ended December 31, 2007 increased $147.3 million, or 282.8% compared to net average interest earning assets for the three months ended December 31, 2006. This was the result of the Company's lending volume which resulted in a $69.0 million increase in average loans outstanding from the previous period together with the Bank's mutual-to-stock conversion and the Company's subsequent stock offering. The Bank underwent a mutual-to-stock conversion as part of the Company's stock offering that was consummated on April 4, 2007. The stock offering resulted in gross proceeds of $158.7 million through the sale of 15,870,000 shares at a price of $10.00 per share. The Company contributed 1,110,900 shares of its common stock to the ESSA Bank & Trust Foundation (the "Foundation") along with $1.6 million in cash. Net proceeds from the stock offering prior to this contribution to the Foundation were $155.8 million. Concurrent with the conversion, the Company lent approximately $13.6 million to the Bank's Employee Stock Ownership Plan. The Company retained approximately $64.3 million of the net proceeds prior to the contribution to the Foundation and the remainder of the net proceeds was contributed to the Bank. The stock offering proceeds have been invested in short-term, investment-grade debt obligations and mortgage-backed securities debt issued by United States government sponsored agencies or entities. Approximately $29.7 million of the net proceeds of the stock offering were used to pay down short-term debt at the Bank. "We are pleased to report a solid first quarter," said Gary S. Olson, President and Chief Executive Officer of the Company. "Our results are particularly gratifying in light of the difficult interest rate and competitive environment financial institutions are operating in at this time. We continue to focus on the growth of our loan portfolio which grew over 3.0 percent during the quarter. At the same time, we continue to stress the avoidance of subprime loans and other high risk assets. Our asset quality remains strong as evidenced by our low ratio of non-performing assets to total assets." Net Interest Income: Net interest income increased $1.9 million, or 45.5%, to $6.2 million for the three months ended December 31, 2007 from $4.3 million for the comparable period in 2006. The increase was primarily attributable to the increase in net average earning assets and was offset in part by a 27 basis point decrease in the Company's interest rate spread to 1.93% for the three months ended December 31, 2007 from 2.20% for the comparable period in 2006. Non-Interest Income: Non-interest income was virtually unchanged in the 2007 period compared to the 2006 period, increasing $35,000 to $1.5 million for the three months ended December 31, 2007 from $1.4 million for the comparable period in 2006. Increases in service charges and fees on loans, trust and investment fees and earnings on bank-owned life insurance were offset, in part, by a decrease in service fees on deposit accounts. Non-Interest Expense: Non-interest expense increased $601,000 to $5.0 million for the three months ended December 31, 2007 from $4.4 million for the comparable period in 2006. The primary reasons for the increase were increases in compensation and employee benefits of $422,000, occupancy and equipment of $67,000, professional fees of $152,000 and data processing fees of $52,000. These increases were offset, in 2 part, by decreases in advertising costs of $42,000 and other expenses of $50,000. Compensation and employee benefits increased primarily as a result of normal compensation and benefit increases of $266,000 along with an expense of $171,000 related to the Employee Stock Ownership Plan which was implemented in April, 2007. Occupancy and equipment costs increased primarily as a result of increases in rental costs of $21,000 along with increases in depreciation expense of $23,000. Professional fees increased primarily as a result of increased legal, accounting, and regulatory fees. Data processing fees increased due to increased volume and ongoing technology upgrades. Balance Sheet Total assets increased $20.2 million, or 2.2% to $930.6 million at December 31, 2007 compared to $910.4 million at September 30, 2007. The primary reasons for the increase in assets were an increase in net loans receivable of $19.1 million and an increase in cash and cash equivalents of $2.7 million. The increase in loans receivable included increases in residential loans of $12.8 million, consumer loans of $200,000, and commercial loans of $6.2 million. Retail deposits decreased $6.2 million and brokered certificates of deposit decreased $5.6 million at December 31, 2007 compared to September 30, 2007. Borrowed funds increased during the same time period by $28.1 million. Stockholders' equity increased $2.4 million to $207.1 million at December 31, 2007 compared to $204.7 million at September 30, 2007. Asset Quality: Asset quality remains strong. Nonperforming assets totaled $620,000 or 0.07% of total assets at December 31, 2007 compared to $555,000 or 0.06% of total assets at September 30, 2007. The Company, in response to continued loan growth, made a provision for loan losses of $150,000 for the three months ended December 31, 2007 compared to a provision of $90,000 for the comparable three-month period in 2006. The allowance for loan losses was $4.4 million, or 0.68% of loans outstanding at December 31, 2007 compared to $4.2 million or 0.67% of loans outstanding at September 30, 2007. 3 ESSA Bank & Trust, a wholly-owned subsidiary of ESSA Bancorp, Inc., has total assets of over $850 million and is the leading service-oriented financial institution in the greater Pocono, Pennsylvania region. The Bank maintains its corporate headquarters in downtown Stroudsburg, Pennsylvania and 13 community offices throughout the Pocono, Pennsylvania area. In addition to being one of the region's largest mortgage lenders, ESSA Bank & Trust offers a full range of retail and commercial financial services. ESSA Bancorp, Inc. stock trades on The NASDAQ Global Market (SM) under the symbol "ESSA." ### Forward Looking Statements Certain statements contained herein are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as "may," "will," "believe," "expect," "estimate," "anticipate," "continue," or similar terms or variations on those terms, or the negative of those terms. Forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the result of any revisions, which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. 4 ESSA BANCORP, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEET (UNAUDITED)
December 31, September 30, 2007 2007 -------------- --------------- (dollars in thousands) ASSETS Cash and due from banks................................................ $ 10,745 $ 10,604 Interest-bearing deposits with other institutions...................... 8,716 6,175 -------------- --------------- Total cash and cash equivalents.................................. 19,461 16,779 Investment securities available for sale............................... 206,728 205,267 Investment securities held to maturity (fair value of $14,770 and $16,876)............................................................ 14,862 17,130 Loans receivable (net of allowance for loan losses of $4,357 and $4,206)............................................................. 638,959 619,845 Federal Home Loan Bank stock........................................... 16,488 16,453 Premises and equipment................................................. 11,165 11,277 Bank-owned life insurance.............................................. 14,084 13,941 Other assets........................................................... 8,889 9,723 -------------- --------------- TOTAL ASSETS..................................................... $ 930,636 $ 910,415 ============== =============== LIABILITIES Deposits............................................................... $372,894 $384,716 Short-term borrowings.................................................. 32,339 34,230 Other borrowings....................................................... 309,697 279,697 Advances by borrowers for taxes and insurance.......................... 3,055 1,423 Other liabilities...................................................... 5,554 5,657 -------------- -------------- TOTAL LIABILITIES................................................ 723,539 705,723 -------------- -------------- Commitment and contingencies........................................... -- -- STOCKHOLDERS' EQUITY Preferred stock ($.01 par value: 10,000,000 shares authorized, none issued)............................................................. -- -- Common stock ($.01 par value; 40,000,000 shares authorized, 16,980,900 shares issued and outstanding)...................................... 170 170 Additional paid in capital............................................. 166,803 166,782 Unallocated common stock held by the Employee Stock Ownership Plan..... (13,132) (13,283) Retained earnings...................................................... 55,096 53,400 Accumulated other comprehensive loss................................... (1,840) (2,377) -------------- -------------- TOTAL STOCKHOLDERS' EQUITY....................................... 207,097 204,692 -------------- -------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY....................... $ 930,636 $ 910,415 ============== ==============
5 ESSA BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
For the Three Months Ended December 31, ------------------------ 2007 2008 ------------ ----------- (dollars in thousands) INTEREST INCOME Loans receivable.......................................................... $ 9,783 $ 8,623 Investment securities: Taxable............................................................. 2,702 1,214 Exempt from federal income tax...................................... 83 73 Other investment income................................................... 321 184 ------------ ---------- Total interest income............................................... 12,889 10,094 ------------ ---------- INTEREST EXPENSE Deposits.................................................................. 2,689 2,667 Short-term borrowings..................................................... 438 480 Other borrowings.......................................................... 3,563 2,687 ------------ --------- Total interest expense............................................... 6,690 5,834 ------------ ---------- NET INTEREST INCOME............................................................. 6,199 4,260 Provision for loan losses................................................. 150 90 ------------ ---------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES............................. 6,049 4,170 ------------ ---------- NONINTEREST INCOME Service fees on deposit accounts.......................................... 906 919 Services charges and fees on loans........................................ 152 134 Trust and investment fees................................................. 246 211 Gain on sale of loans, net................................................ -- 11 Earnings on Bank-owned life insurance..................................... 146 135 Other..................................................................... 13 18 ------------ ---------- Total noninterest income............................................. 1,463 1,428 ------------ ---------- NONINTEREST EXPENSE Compensation and employee benefits......................................... 2,995 2,573 Occupancy and equipment.................................................... 684 617 Professional fees.......................................................... 289 137 Data processing............................................................ 479 427 Advertising................................................................ 145 187 Other...................................................................... 440 490 ------------ ----------- Total noninterest expense............................................ 5,032 4,431 ------------ ----------- INCOME BEFORE INCOME TAXES....................................................... 2,480 1,167 INCOME TAXES..................................................................... 783 306 ------------ ------------ $ 1,697 861 NET INCOME....................................................................... ============ ============ BASIC AND DILUTED INCOME PER COMMON SHARE $ 0.11 N/A
Due to the completion of the Company's initial public offering on April 4, 2007, there were no earnings per share for the three months ended December 31, 2006. 6 -----END PRIVACY-ENHANCED MESSAGE-----