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): May 9, 2013

Juniata Valley Financial Corp.

(Exact name of registrant as specified in its charter)

Pennsylvania	0-13232	232235254
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Bridge and Main Streets, Mifflintown, Pennsylvania	17059
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: ( 717 ) 436 - 8211

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 May 9, 2013, Juniata Valley Financial Corp. issued a press release reporting financial results for the quarter ending March 31, 2013. The aforementioned press release is attached as Exhibit 99.1 to this current report on Form 8-K.

Item 8.01 Other Events

On April 16, 2013, the Board of Directors of Juniata Valley Financial Corp. declared a dividend of $0.22 per share to common shareholders of record May 15, 2013, payable on June 3, 2013. A copy of the press release announcing the dividend is being furnished as Exhibit 99.1 to this report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1 Press Release reporting financial results for Quarter 1, 2013.

Exhibit 99.2 Financial Statements as of March 31, 2013

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.

	Juniata Valley Financial Corp.
Date: May 9, 2013	By:	/s/ JoAnn McMinn
	Name: Title:	JoAnn McMinn EVP, Chief Financial Officer

EX-99.1

 

Press Release – Mifflintown, PA – May 9, 2013
Juniata Valley Financial Corp. Announces Quarterly Earnings and Declares Dividend

Marcie A. Barber, President and Chief Executive Officer of Juniata Valley Financial Corp. (OTC BB: JUVF), announced that net income and earnings per share for the quarter ended March 31, 2013 were $1,006,000 and $0.24, respectively. First quarter net income in 2013 represented increases of $588,000 and $123,000, respectively, compared to the same quarter in 2012 and to the immediate preceding quarter ending December 31, 2012.

Juniata Valley's first quarter 2013 earnings and key performance ratios, including return on average assets (ROA), return on average equity (ROE) and earnings per share (EPS), in comparison to the first quarter of 2012 and to the immediate preceding quarter ending December 31, 2012 are shown in the table below.

	Quarter Ended
	March 31, 2013			March 31, 2012			December 31, 2012
		Results			Results			Results
Net Income	$	1,006,000		$	418,000		$	883,000
ROA		0.90	%		0.37	%		0.78	%
ROE		8.05	%		3.36	%		7.06	%
EPS (basic and fully diluted)	$	0.24		$	0.10		$	0.20

In summary, the favorable results achieved in the first quarter of 2013 versus the two prior periods, were due to improvements in levels of non-interest expense net of non-interest income and a lower provision for loan losses (particularly in comparison to the first quarter of 2012), partially offset by a lower net interest margin.

The net interest margin on a fully tax-equivalent basis was 3.50% in the first quarter of 2013, 12 basis points lower than in the immediate preceding quarter and 34 basis points lower than in the first quarter of 2012. The decrease in net interest income was driven by lower outstanding loan balances and lower yields on both loans and investment securities, as the sustained period of low market interest rates continued. Compared to the level at December 31, 2012, loan balances at March 31, 2013 declined by 1.9%. Several factors contributed to the decrease in loan balances. First, loan balances declined as a result of targeted, continuing efforts by Bank personnel to address, through collection efforts or charge-offs, loans which were nonperforming or which had the potential to become nonperforming. Secondly, loan demand remains low as a result of the continuing soft economic conditions. Additionally, in order to minimize long-term interest rate risk, most fixed-rate residential mortgage loans originated by Juniata in 2013 were sold into the secondary market, with Juniata retaining the associated servicing rights; while this activity allows the generation of fee income, it also results in a reduction in loan balances.

The Bank has been diligent in its efforts to address non-performing and potential non-performing loans, and charged off $1.0 million against the balance of an impaired loan during the first quarter of 2013. The potential charge off had been previously identified and a specific reserve had been established. The level of non-performing loans as of March 31, 2013 reflected an improvement of 4.3% compared to December 31, 2012, and 5.0% as compared to March 31, 2012. The continued improvement in credit quality, along with lower loan balances outstanding, allowed the Bank to record a lower provision for loan losses in the first quarter of 2013 as compared to both the immediate preceding quarter and the same quarter one year earlier.

Ms. Barber commented, “We look forward to increased loan demand as economic conditions improve. JVB is well positioned to meet the credit needs of all its markets.”

Non-interest income in the first quarter of 2013 decreased by 2.3% and increased by 3.4%, respectively, when compared to the immediate preceding quarter and the same quarter one year ago. Sales of non-deposit products on which the Bank receives commissions have rebounded in the first quarter of 2013 as compared to both the immediate preceding quarter and the same quarter one year ago. Income from the sales of those products has increased by 33.3% in the first quarter of 2013 over the first quarter of 2012, and by 78.5% over the fourth quarter of 2012. With Juniata’s initiation of secondary market loan origination activities in 2012, a significant increase in gains on the sale of loans and other fees derived from loan activities was realized in the first quarter of 2013 as compared to the first quarter of 2012; however, gains from this activity in the first quarter of 2013 were less than in the fourth quarter of 2012. Non-interest expense decreased in the first quarter of 2013 by 9.1% and 6.5%, respectively, when compared to the immediate preceding quarter and to the same quarter one year ago, in each instance due primarily to lower staffing levels, benefit cost containment and lower net costs relating to foreclosed real estate properties.

Total assets on March 31, 2012 were $448.8 million as compared to $448.9 million at December 31, 2012.

On April 16, 2013, Juniata Valley Financial Corp.’s Board of Directors declared a cash dividend of $0.22 per share for the second quarter of 2013, payable on June 3, 2013 to shareholders of record on

May 15, 2013.

Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements.  The review period for subsequent events extends up to and including the filing date of a public company’s consolidated financial statements when filed with the Securities and Exchange Commission (“SEC”).  Accordingly, the financial information in this announcement is subject to change.

The Juniata Valley Bank, the principal subsidiary of Juniata Valley Financial Corp., is headquartered in Mifflintown, Pennsylvania, with twelve community offices located in Juniata, Mifflin, Perry and Huntingdon Counties. In addition, Juniata Valley owns 39.16% of Liverpool Community Bank, which it carries under the equity method of accounting. More information regarding Juniata Valley Financial Corp. and The Juniata Valley Bank can be found online at www.JVBonline.com. Juniata Valley Financial Corp. trades over the counter under the symbol JUVF.

*This press release may contain “forward looking” information as defined by the Private Securities Litigation Reform Act of 1995. When words such as “believes”, “expects”, “anticipates” or similar expressions are used in this release, Juniata Valley is making forward-looking statements. Such information is based on Juniata Valley’s current expectations, estimates and projections about future events and financial trends affecting the financial condition of its business. These statements are not historical facts or guarantees of future performance, events or results. Such statements involve potential risks and uncertainties and, accordingly, actual results may differ materially from this “forward looking” information. Many factors could affect future financial results. Juniata Valley undertakes no obligation to publicly update or revise forward looking information, whether as a result of new or updated information, future events, or otherwise. For a more complete discussion of certain risks and uncertainties affecting Juniata Valley, please see the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Forward-Looking Statements” set forth in the Juniata Valley’s filings with the Securities and Exchange Commission.

EX-99.2

Juniata Valley Financial Corp. and Subsidiary
Consolidated Statements of Financial Condition
( in thousands, except share data)
	(1)			(2)
	March 31,			December 31,
	2013			2012
ASSETS
Cash and due from banks	$	6,705		$	14,261
Interest bearing deposits with banks		4,834			136
Cash and cash equivalents		11,539			14,397
Interest bearing time deposits with banks		847			847
Securities available for sale		129,082			122,338
Restricted investment in Federal Home Loan Bank (FHLB) stock		1,472			1,726
Investment in unconsolidated subsidiary		4,034			4,000
Loans held for sale		380			-
Loans		272,108			277,500
Less: Allowance for loan losses		(2,316	)		(3,281	)
Total loans, net of allowance for loan losses		269,792			274,219
Premises and equipment, net		6,352			6,472
Other real estate owned		162			428
Bank owned life insurance and annuities		14,508			14,402
Equity investment in low income housing project		3,946			3,796
Core deposit intangible		153			164
Goodwill		2,046			2,046
Accrued interest receivable and other assets		4,454			4,034
Total assets	$	448,767		$	448,869
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits:
Non-interest bearing	$	70,524		$	71,318
Interest bearing		317,954			315,433
Total deposits		388,478			386,751
Securities sold under agreements to repurchase		3,828			3,836
Short-term borrowings		-			1,600
Other interest bearing liabilities		1,309			1,305
Accrued interest payable and other liabilities		4,769			5,080
Total liabilities		398,384			398,572
Stockholders' Equity:
Preferred stock, no par value:
Authorized - 500,000 shares, none issued		-			-
Common stock, par value $1.00 per share:
Authorized - 20,000,000 shares
Issued - 4,745,826 shares
Outstanding -
4,218,361 shares at March 31, 2013;
4,218,361 shares at December 31, 2012		4,746			4,746
Surplus		18,352			18,346
Retained earnings		38,902			38,824
Accumulated other comprehensive loss		(1,417	)		(1,419	)
Cost of common stock in Treasury:
527,465 shares at March 31, 2013;
527,465 shares at December 31, 2012		(10,200	)		(10,200	)
Total stockholders' equity		50,383			50,297
Total liabilities and stockholders' equity	$	448,767		$	448,869
(1) Unaudited
(2) Unaudited but derived from audited financial statements; does not include related disclosures.

Juniata Valley Financial Corp. and Subsidiary
Consolidated Statements of Income
(Unaudited, in thousands, except share and per share data)
	Three Months Ended
	March 31,
	2013			2012
Interest income:
Loans, including fees	$	3,690		$	4,195
Taxable securities		297			330
Tax-exempt securities		151			178
Other interest income		6			8
Total interest income		4,144			4,711
Interest expense:
Deposits		757			965
Securities sold under agreements to repurchase		1			1
Other interest bearing liabilities		5			6
Total interest expense		763			972
Net interest income		3,381			3,739
Provision for loan losses		80			1,108
Net interest income after provision for loan losses		3,301			2,631
Non-interest income:
Customer service fees		310			313
Debit card fee income		194			204
Earnings on bank-owned life insurance and annuities		97			106
Trust fees		89			106
Commissions from sales of non-deposit products		116			87
Income from unconsolidated subsidiary		54			57
Fees derived from loan activity		60			39
Gains on sales of loans		96			65
Gains on calls of securities		1			-
Other non-interest income		60			65
Total non-interest income		1,077			1,042
Non-interest expense:
Employee compensation expense		1,223			1,278
Employee benefits		462			535
Occupancy		245			229
Equipment		120			133
Data processing expense		354			356
Director compensation		57			59
Professional fees		95			88
Taxes, other than income		123			118
FDIC Insurance premiums		90			79
(Gain) loss on sales of other real estate owned		(26	)		2
Amortization of intangibles		11			11
Other non-interest expense		281			357
Total non-interest expense		3,035			3,245
Income before income taxes		1,343			428
Provision for income taxes		337			10
Net income	$	1,006		$	418
Earnings per share
Basic	$	0.24		$	0.10
Diluted	$	0.24		$	0.10
Cash dividends declared per share	$	0.22		$	0.22
Weighted average basic shares outstanding		4,218,361			4,228,218
Weighted average diluted shares outstanding		4,219,526			4,231,276

Juniata Valley Financial Corp. and Subsidiary
Consolidated Statements of Income
(Unaudited, in thousands, except share and per share data)
	Three Months Ended
	March 31,			December 31,
	2013			2012
Interest income:
Loans, including fees	$	3,690		$	3,893
Taxable securities		297			307
Tax-exempt securities		151			184
Other interest income		6			6
Total interest income		4,144			4,390
Interest expense:
Deposits		757			847
Securities sold under agreements to repurchase		1			2
Short-term borrowings		-			1
Other interest bearing liabilities		5			4
Total interest expense		763			854
Net interest income		3,381			3,536
Provision for loan losses		80			174
Net interest income after provision for loan losses		3,301			3,362
Non-interest income:
Customer service fees		310			325
Debit card fee income		194			198
Earnings on bank-owned life insurance and annuities		97			105
Trust fees		89			74
Commissions from sales of non-deposit products		116			65
Income from unconsolidated subsidiary		54			69
Fees derived from loan activity		60			51
Gains on sales of loans		96			147
Gains on calls of securities		1			-
Other non-interest income		60			68
Total non-interest income		1,077			1,102
Non-interest expense:
Employee compensation expense		1,223			1,309
Employee benefits		462			583
Occupancy		245			240
Equipment		120			126
Data processing expense		354			366
Director compensation		57			57
Professional fees		95			76
Taxes, other than income		123			92
FDIC Insurance premiums		90			85
(Gain) loss on sales of other real estate owned		(26	)		31
Amortization of intangibles		11			11
Other non-interest expense		281			363
Total non-interest expense		3,035			3,339
Income before income taxes		1,343			1,125
Provision for income taxes		337			242
Net income	$	1,006		$	883
Earnings per share
Basic	$	0.24		$	0.20
Diluted	$	0.24		$	0.20
Cash dividends declared per share	$	0.22		$	0.22
Weighted average basic shares outstanding		4,218,361			4,230,469
Weighted average diluted shares outstanding		4,219,526			4,231,888