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): August 18, 2016
MW Bancorp, Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 333-198668 | 47-2259704 |
| (State or other jurisdiction of | (Commission | (IRS Employer |
| incorporation or organization) | File Number) | Identification No.) |
| 2110 Beechmont Avenue, Cincinnati, Ohio | 45230 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (513) 231-7871
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 August 18, 2016, MW Bancorp, Inc. issued a press release announcing its results of operations and financial condition for and as of the fiscal year ended June 30, 2016, unaudited. The press release is furnished as Exhibit No. 99 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
The following exhibits are furnished herewith:
| Exhibit Number | Exhibit Description |
| 99 | Press Release of MW Bancorp, Inc. dated August 18, 2016 |
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.
| MW BANCORP, INC. | |||
| Date: August 18, 2016 | By: | /s/ Gregory P. Niesen | |
| Gregory P. Niesen | |||
| President and Chief Executive Officer | |||
Exhibit No. 99
Press Release
| Contact: | MW Bancorp, Inc. |
| Gregory P. Niesen, President and Chief Executive Officer | |
| (513) 231-7871 |
MW Bancorp, Inc. Reports Results for the Year Ended June 30, 2016
Cincinnati, Ohio – August 18, 2016 – MW Bancorp, Inc. (the “Company”) (OTC: MWBC), the parent company of Watch Hill Bank (the “Bank”), today reported net income of $689,000, or $0.85 per diluted share, for the year ended June 30, 2016. Net income increased by $544,000, compared to the year ended June 30, 2015.
The increase in net income for the year ended June 30, 2016, compared to the year ended June 30, 2015, was due primarily to recognition of a $713,000 tax benefit related to the partial reversal of the impairment valuation allowance on the Company’s deferred tax assets, along with increases of $324,000 in net interest income and $192,000 in non-interest income, which were partially offset by a $707,000 increase in non-interest expense. Interest income increased $528,000, or 15.4%, for the year ended June 30, 2016, compared to the year ended June 30, 2015, primarily due to a $514,000 increase in interest on loans. Total interest expense increased $204,000, or 20.4%, for the year ended June 30, 2016, over the year ended June 30, 2015, due primarily to an increase in interest expense on deposits of $169,000, or 23.9%. Non-interest income increased $192,000, or 103.2%, for the year ended June 30, 2016 over the year ended June 30, 2015, primarily due to a $169,000 increase in gain on sale of loans. Non-interest expense increased $707,000, or 29.1%, for the year ended June 30, 2016 compared to the year ended June 30, 2015. This increase was primarily due to increases of $375,000, or 26.7%, in salaries, employee benefits and directors fees expense, as the Company increased staffing levels and bonus and incentive compensation, and $96,000, or 71.1%, in occupancy and equipment expense, due primarily to costs associated with the Company’s new office location which opened in September 2015, along with additional costs related to the Company’s overall growth and public reporting requirements.
The Company reported total assets of $119.0 million at June 30, 2016, an increase of $12.2 million, or 11.4%, over June 30, 2015. Total loans increased by 14.5% to $101.7 million; total deposits increased by 13.0% to $77.2 million; and stockholders’ equity increased by 2.9% to $16.1 million at June 30, 2016 compared to June 30, 2015.
Total nonperforming loans were $1.2 million at June 30, 2016, compared to $1.1 million at June 30, 2015. Classified loans totaled $1.5 million at June 30, 2016, compared to $1.8 million at June 30, 2015, and total loans past due greater than 30 days were $601,000 and $309,000 at those respective dates. The Company had net recoveries totaling $20,000 for the year ended June 30, 2016, compared to net recoveries of $30,000 for the year ended June 30, 2015. As a percentage of nonperforming loans, the allowance for loan losses was 135.2% at June 30, 2016, compared to 147.7% at June 30, 2015.
The Company was formed in 2014 to serve as the stock holding company for the Bank following its mutual-to-stock conversion, which was completed effective January 29, 2015. The Company issued 876,163 shares at an offering price of $10.00 per share. Proceeds of the offering, net of offering costs and shares acquired by the ESOP, totaled $6.7 million. In May 2016, the Company repurchased 20,000 shares of its common stock pursuant to its previously announced stock repurchase program.
Information contained in this press release may be considered forward-looking in nature as defined by the Private Securities Litigation Reform Act of 1995 and is subject to various risks, uncertainties, and assumptions. Such forward-looking statements in this release are inherently subject to many uncertainties arising in MW Bancorp's operations and business environment. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or expected. Among the key factors that may have a direct bearing on MW Bancorp's operating results, performance or financial condition are competition, the demand for our products and services, our ability to maintain current deposit and loan levels at current interest rates, deteriorating credit quality, including changes in the interest rate environment reducing interest margins, changes in prepayment speeds, loan origination and sale volumes, charge-offs and loan loss provisions, our ability to maintain required capital levels and adequate sources of funding and liquidity, our ability to secure confidential information through the use of computer systems and telecommunications networks, and other factors as set forth in filings with the Securities and Exchange Commission, including the risk factors set forth in our Annual Report on Form 10-K for the year ended June 30, 2015. MW Bancorp undertakes no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations, except as required to be reported under the rules and regulations of the Securities and Exchange Commission.
| MW Bancorp, Inc. | ||||||||
| Condensed Consolidated Statements of Income | ||||||||
| For the Years Ended June 30, 2016 and 2015 | ||||||||
| (In thousands, except share data) | ||||||||
| Year Ended June 30, | ||||||||
| 2016 | 2015 | |||||||
| (Unaudited) | ||||||||
| Interest Income | ||||||||
| Loans, including fees | $ | 3,712 | $ | 3,198 | ||||
| Taxable securities | 98 | 104 | ||||||
| Interest-bearing deposits | 140 | 120 | ||||||
| Total interest income | 3,950 | 3,422 | ||||||
| Interest Expense | ||||||||
| Deposits | 877 | 708 | ||||||
| Federal Home Loan Bank advances | 329 | 294 | ||||||
| Total interest expense | 1,206 | 1,002 | ||||||
| Net Interest Income | 2,744 | 2,420 | ||||||
| Provision for Loan Losses | 13 | 35 | ||||||
| Net Interest Income After Provision for Loan Losses | 2,731 | 2,385 | ||||||
| Noninterest Income | ||||||||
| Gain on sale of loans | 219 | 50 | ||||||
| Gain on sale of foreclosed assets, net | 21 | 15 | ||||||
| Income from Bank owned life insurance | 94 | 92 | ||||||
| Other operating | 44 | 29 | ||||||
| Total noninterest income | 378 | 186 | ||||||
| Noninterest Expense | ||||||||
| Salaries, employee benefits and directors fees | 1,777 | 1,402 | ||||||
| Occupancy and equipment | 231 | 135 | ||||||
| Data processing | 143 | 97 | ||||||
| Franchise taxes | 95 | 64 | ||||||
| FDIC insurance premiums | 78 | 70 | ||||||
| Professional services | 398 | 296 | ||||||
| Advertising | 56 | 43 | ||||||
| Office supplies | 51 | 24 | ||||||
| Business entertainment | 49 | 40 | ||||||
| Other | 255 | 255 | ||||||
| Total noninterest expense | 3,133 | 2,426 | ||||||
| Income (Loss) Before Federal Income Tax Benefit | (24 | ) | 145 | |||||
| Federal Income Tax Benefit | (713 | ) | - | |||||
| Net Income | $ | 689 | $ | 145 | ||||
| Basic earnings per share | $ | 0.86 | N/A | |||||
| Diluted earnings per share | $ | 0.85 | N/A | |||||
| Weighted-average shares outstanding | ||||||||
| Basic | 804,698 | N/A | ||||||
| Diluted | 808,192 | N/A | ||||||
| MW Bancorp, Inc. | ||||||||
| Condensed Consolidated Balance Sheets | ||||||||
| June 30, 2016 and 2015 | ||||||||
| (In thousands, except share data) | ||||||||
| June 30, | ||||||||
| Assets | 2016 | 2015 | ||||||
| (Unaudited) | ||||||||
| Cash and cash equivalents | $ | 3,672 | $ | 3,665 | ||||
| Interest-bearing time deposits in other financial institutions | 2,100 | 3,100 | ||||||
| Available-for-sale securities | 3,465 | 4,295 | ||||||
| Held-to-maturity securities | 986 | 1,551 | ||||||
| Loans, net of allowance for loan losses of $1,635 and $1,602 | 101,709 | 88,878 | ||||||
| Premises and equipment, net | 1,158 | 322 | ||||||
| Federal Home Loan Bank stock, at cost | 1,192 | 1,164 | ||||||
| Foreclosed assets, net | - | 104 | ||||||
| Other assets | 4,012 | 3,750 | ||||||
| Deferred tax assets, net | 713 | - | ||||||
| Total assets | $ | 119,007 | $ | 106,829 | ||||
| Liabilities and Shareholders' Equity | ||||||||
| Liabilities | ||||||||
| Deposits | $ | 77,214 | $ | 68,352 | ||||
| Federal Home Loan Bank advances | 25,319 | 22,360 | ||||||
| Other liabilities | 356 | 447 | ||||||
| Total liabilities | 102,889 | 91,159 | ||||||
| Shareholders' Equity | ||||||||
| Preferred stock | - | - | ||||||
| Common stock | 9 | 9 | ||||||
| Additional paid-in capital | 7,400 | 7,386 | ||||||
| Shares acquired by ESOP | (666 | ) | (701 | ) | ||||
| Retained earnings | 9,756 | 9,067 | ||||||
| Accumulated other comprehensive loss | (79 | ) | (91 | ) | ||||
| Treasury stock | (302 | ) | - | |||||
| Total shareholders' equity | 16,118 | 15,670 | ||||||
| Total liabilities and shareholders' equity | $ | 119,007 | $ | 106,829 | ||||
| MW Bancorp, Inc. | ||||||||
| Selected Performance Ratios | ||||||||
| At or For the Years Ended June 30, 2016 and 2015 | ||||||||
| At or for the years ended | ||||||||
| June 30, | ||||||||
| 2016 | 2015 | |||||||
| Performance Ratios: | ||||||||
| Return on average assets (ratio of net income | ||||||||
| to average total assets) | 0.61 | % | 0.15 | % | ||||
| Return on average equity (ratio of net income | ||||||||
| to average total equity) | 4.36 | % | 1.32 | % | ||||
| Interest rate spread (1) | 2.30 | % | 2.36 | % | ||||
| Net interest margin (2) | 2.45 | % | 2.55 | % | ||||
| Loans to deposits | 133.68 | % | 131.97 | % | ||||
| Average equity to average total assets | 13.89 | % | 11.57 | % | ||||
| Asset Quality Ratios: | ||||||||
| Non-performing assets to total assets | 1.02 | % | 1.31 | % | ||||
| Non-performing loans to total loans | 1.17 | % | 1.20 | % | ||||
| Allowance for loan losses to non-performing loans | 135.24 | % | 147.65 | % | ||||
| Allowance for loan losses to total loans | 1.58 | % | 1.77 | % | ||||
| Net charge-offs (recoveries) to average outstanding loans | -0.02 | % | -0.04 | % | ||||
| Capital ratios: | ||||||||
| Equity to total assets at year end | 13.54 | % | 14.67 | % | ||||
| Total capital to risk weighted assets (3) | 19.70 | % | 23.10 | % | ||||
| Tier 1 capital to risk-weighted assets (3) | 18.40 | % | 21.80 | % | ||||
| Common equity to risk-weighted assets (3) | 18.40 | % | 21.80 | % | ||||
| Tier 1 capital to average assets (3) | 12.10 | % | 13.70 | % | ||||
| (1) The interest rate spread represents the difference between the average yield on interest- | |||
| earning assets and the average cost of interest-bearing liabilities for the period. | |||
| (2) The net interest margin represents net interest income as a percent of average interest-earning | |||
| assets for the period. | |||
| (3) Bank only capital ratios are presented. | |||