8-K

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: July 14, 2009

Century Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Massachusetts
(State or other jurisdiction of
incorporation) 0-15752
(Commission File No.) 04-2498617
(IRS Employer
Identification No.)

400 Mystic Avenue
Medford, MA
(Address of principal executive
offices) 02155
(Zip Code)

(781) 391-4000
(Registrant’s telephone number,
including area code)

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))

TABLE OF CONTENTS

	Item 2.02 Results of Operations and Financial Condition
	Item 9.01 Financial Statements and Exhibits
SIGNATURES
Ex-99.1 Press Release

Item 2.02 Results of Operations and Financial Condition

     The following information is furnished under Item 2.02 — “Results of Operations and Financial Condition” and such information, including the exhibits attached hereto, shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.

     On July 14, 2009, Century Bancorp, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing its earnings for the second quarter ended June 30, 2009 and the declaration of a regular quarterly dividend on Century Bancorp Inc.’s Class A and Class B common stock.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

99.1 Century Bancorp, Inc. press release dated July 14, 2009.

SIGNATURES

     Pursuant to the requirement of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CENTURY BANCORP, INC.
 

/s/ William P. Hornby  

William P. Hornby, CPA 

Chief Financial Officer and Treasurer 

Dated: July 14, 2009

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Contact:	William P. Hornby, CPA
	whornby@century-bank.com
Phone:	781-393-4630
Fax:	781-393-4071

CENTURY BANCORP, INC. ANNOUNCES 7% EARNINGS GROWTH FOR Q2 2009 DESPITE
FDIC SPECIAL ASSESSMENT; ASSETS AT $2.0 BB; REGULAR DIVIDEND DECLARED

Medford, MA, July 14, 2009—Century Bancorp, Inc. (NASDAQ:CNBKA) (www.century-bank.com) (“the Company”) today announced net income of $2,007,000, or $0.36 per share diluted, for the quarter ended June 30, 2009, an increase of 7.0% as compared to net income of $1,876,000, or $0.34 per share diluted, for the quarter ended June 30, 2008. Total assets increased 13.1% from $1.8 billion at December 31, 2008 to $2.0 billion at June 30, 2009. For the first six months of 2009, net income totaled $3,893,000, or $0.70 per share diluted, an increase of 5.9% when compared to net income of $3,676,000, or $0.66 per share diluted, for the same period a year ago.

On May 22, 2009, the FDIC announced a special assessment on insured institutions as part of its efforts to rebuild the Deposit Insurance Fund and help maintain public confidence in the banking system. The special assessment is five basis points of each FDIC-insured depository institution’s assets minus Tier 1 capital, as of June 30, 2009. The Company recorded a pre-tax charge of approximately $1.0 million in the second quarter of 2009 in connection with the special assessment.

Net interest income totaled $22.8 million for the first six months of 2009 compared to $20.9 million for 2008. The 8.9% increase in net interest income for the period is mainly due to a 22.5% increase in the average balances of earning assets, combined with a similar increase in deposits. The increased volume was somewhat offset by a decrease of twenty-three basis points in the net interest margin. The net interest margin decreased from 2.85% on a fully taxable equivalent basis in 2008 to 2.62% on the same basis for 2009.

-more-

The provision for loan losses increased by $1.3 million from $1.6 million for the six months ended June 30, 2008 to $2.9 million, for the same period in 2009, as a result of increases in loans on nonaccrual as well as continued deterioration in overall economic conditions such as increased unemployment. The Company capitalized on favorable market conditions and realized $978,000 of net gains on sales of investments during the first quarter of 2009. Included in operating expenses for the second quarter and first six months of 2009 are FDIC assessments of $1.6 million and $2.1 million, respectively, as compared to $145,000 and $178,000 for the same periods in 2008. FDIC assessments increased primarily as a result of the special assessment charge of approximately $1.0 million as well as an increase in the assessment rate during the second quarter of 2009.

The Company’s effective tax rate declined from 27.0% for the six months ended June 30, 2008 to 10.1% for the same period in 2009 primarily as a result of an increase in tax-exempt income.

At June 30, 2009, total equity was $125.2 million compared to $120.5 million at December 31, 2008. The Company’s equity increased as a result of earnings and a decrease in accumulated other comprehensive loss, net of taxes, offset somewhat by dividends paid. The Company’s leverage ratio stood at 7.91% at June 30, 2009, compared to 9.22% at June 30, 2008. Book value as of June 30, 2009 was $22.64 per share compared to $21.76 at June 30, 2008.

The Company’s allowance for loan losses was $13.4 million or 1.60% of loans outstanding at June 30, 2009, compared to $11.1 million, or 1.33% of loans outstanding at December 31, 2008 and $9.5 million, or 1.24% of loans outstanding at June 30, 2008. Non-performing assets totaled $17.1 million at June 30, 2009, compared to $3.7 million at December 31, 2008 and $3.7 million at June 30, 2008. Non-performing assets increased primarily as a result of three loan relationships, one primarily commercial real estate and two construction.

The Company’s Board of Directors voted a regular quarterly dividend of 12.00 cents ($0.12) per share on the Company’s Class A common stock, and 6.00 cents ($0.06) per share on the Company’s Class B common stock. The dividends were declared payable August 17, 2009 to stockholders of record on August 3, 2009.

The Company, through its subsidiary bank, Century Bank and Trust Company, a state chartered full service commercial bank, operating twenty-two full-service branches in the Greater Boston area, offers a full range of Business, Personal and Institutional Services.

Century Bank and Trust Company is a member of the FDIC and is an Equal Housing Lender.

This press release contains certain “forward-looking statements” with respect to the financial condition, results of operations and business of the Company. Actual results may differ from those contemplated by these statements. The Company wishes to caution readers not to place undue reliance on any forward-looking statements. The Company disclaims any intent or obligation to update publicly any such forward-looking statements, whether in response to new information, future events or otherwise.

Century Bancorp, Inc. and Subsidiaries
Consolidated Comparative Statements of Condition (unaudited)
(in thousands)

	June 30,		December 31,
	2009		2008
Assets
Cash and Due From Banks	$	43,635	$	61,195
Federal Funds Sold and Interest-bearing Deposits In Other Banks		80,256		94,973
Short-term Investments		140,885		43,814
Securities Available-For-Sale (AFS)		657,292		495,585
Securities Held-to-Maturity		195,230		184,047
Federal Home Loan Bank of Boston stock, at cost		15,531		15,531
Loans:
Commercial & Industrial		130,059		141,373
Construction & Land Development		63,448		59,511
Commercial Real Estate		327,306		332,325
Residential Real Estate		192,381		194,644
Consumer and Other		8,760		9,258
Home Equity		113,468		98,954
Total Loans		835,422		836,065
Less: Allowance for Loan Losses		13,364		11,119
Net Loans		822,058		824,946
Bank Premises and Equipment		21,345		22,054
Accrued Interest Receivable		6,771		6,723
Goodwill		2,714		2,714
Core Deposit Intangible		1,090		1,283
Other Assets		51,135		48,701
Total Assets	$	2,037,942	$	1,801,566
Liabilities
Demand Deposits	$	273,257	$	277,217
Interest Bearing Deposits:
Savings and NOW Deposits		502,503		353,261
Money Market Accounts		424,163		308,177
Time Deposits		324,260		326,872
Total Interest Bearing		1,250,926		988,310
Total Deposits		1,524,183		1,265,527
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		66,652		112,510
Other Borrowed Funds		245,988		238,558
Total Borrowed Funds		312,640		351,068
Other Liabilities		29,764		28,385
Investments Purchased payable		10,050		—
Subordinated Debentures		36,083		36,083
Total Liabilities		1,912,720		1,681,063
Total Stockholders’ Equity		125,222		120,503
Total Liabilities & Stockholders’ Equity	$	2,037,942	$	1,801,566

Century Bancorp, Inc. and Subsidiaries
Consolidated Comparative Statements of Income (unaudited)
For the Quarter and Six Months Ended June 30, 2009 and 2008
(in thousands)

	Quarter Ended June 30,				Six Months Ended June 30,
	2009		2008		2009		2008
Interest Income:
Loans	$	12,026	$	11,882	$	23,815	$	24,144
Securities Held-to-Maturity		2,180		2,094		4,403		3,999
Securities Available-for-Sale		5,225		4,757		10,254		9,136
Federal Funds Sold and Interest-bearing Deposits In Other Banks		763		737		1,305		1,953
Total Interest Income		20,194		19,470		39,777		39,232
Interest Expense:
Savings and NOW Deposits		1,337		1,458		2,733		3,072
Money Market Accounts		1,718		1,829		3,653		3,419
Time Deposits		2,561		2,271		5,168		5,187
Securities Sold Under Agreements to Repurchase		117		359		325		875
Other Borrowed Funds and Subordinated Debentures		2,499		2,897		5,144		5,791
Total Interest Expense		8,232		8,814		17,023		18,344
Net Interest Income		11,962		10,656		22,754		20,888
Provision For Loan Losses		1,050		925		2,900		1,625
Net Interest Income After
Provision for Loan Losses		10,912		9,731		19,854		19,263
Other Operating Income
Service Charges on Deposit Accounts		2,006		2,028		4,028		4,009
Lockbox Fees		753		827		1,494		1,599
Net Gain on Sales of Investments		—		2		978		102
Other Income		781		620		1,710		1,189
Total Other Operating Income		3,540		3,477		8,210		6,899
Operating Expenses
Salaries and Employee Benefits		6,541		6,315		13,429		12,605
Occupancy		995		1,079		2,140		2,143
Equipment		654		742		1,282		1,472
FDIC Assessment		1,623		145		2,116		178
Other		2,470		2,462		4,766		4,729
Total Operating Expenses		12,283		10,743		23,733		21,127
Income Before Income Taxes		2,169		2,465		4,331		5,035
Income Tax Expense		162		589		438		1,359
Net Income	$	2,007	$	1,876	$	3,893	$	3,676

Century Bancorp, Inc. and Subsidiaries
Consolidated Year-to-Date Average Comparative Statements of Condition (unaudited)
(in thousands)

	June 30,		June 30,
	2009		2008
Assets
Cash and Due From Banks	$	60,662	$	57,223
Federal Funds Sold and Interest-Bearing Deposits in Other Banks		225,120		147,191
Securities Available-For-Sale (AFS)		566,475		421,492
Securities Held-to-Maturity		209,356		192,451
Total Loans		839,887		742,168
Less: Allowance for Loan Losses		12,369		9,710
Net Loans		827,518		732,458
Unrealized Gain(Loss) on Securities AFS		2,004		1,707
Bank Premises and Equipment		21,697		22,449
Accrued Interest Receivable		7,246		6,886
Goodwill		2,714		2,714
Core Deposit Intangible		1,194		1,584
Other Assets		49,156		43,751
Total Assets	$	1,973,142	$	1,629,906
Liabilities
Demand Deposits	$	272,869	$	259,514
Interest Bearing Deposits:
Savings and NOW Deposits		472,471		356,144
Money Market Accounts		437,400		280,653
Time Deposits		329,880		270,143
Total Interest Bearing		1,239,751		906,940
Total Deposits		1,512,620		1,166,454
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		96,154		95,100
Other Borrowed Funds		174,401		189,656
Total Borrowed Funds		270,555		284,756
Other Liabilities		30,435		21,298
Subordinated Debentures		36,083		36,083
Total Liabilities		1,849,693		1,508,591
Total Stockholders’ Equity		123,449		121,315
Total Liabilities & Stockholders’ Equity	$	1,973,142	$	1,629,906
Total Average Earning Assets — QTD	$	1,901,684	$	1,538,302
Total Average Earning Assets — YTD	$	1,840,839	$	1,503,302

Century Bancorp, Inc. and Subsidiaries
Consolidated Selected Key Financial Information (unaudited)
(in thousands, except share data)

	June 30,			June 30,
	2009			2008
Performance Measures:
Earnings per average share, basic, quarter	$	0.36		$	0.34
Earnings per average share, diluted, quarter	$	0.36		$	0.34
Earnings per average share, basic, year-to-date	$	0.70		$	0.66
Earnings per average share, diluted, year-to-date	$	0.70		$	0.66
Return on average assets, year-to-date		0.40	%		0.45	%
Return on average stockholders’ equity, year-to-date		6.36	%		6.09	%
Net interest margin (taxable equivalent), quarter		2.64	%		2.86	%
Net interest margin (taxable equivalent), year-to-date		2.62	%		2.85	%
Efficiency ratio, year-to-date		73.4	%		74.6	%
Book value per share	$	22.64		$	21.76
Tangible book value per share	$	21.96		$	21.00
Tangible capital / tangible assets		5.97	%		6.81	%
Common Share Data:
Average shares outstanding, basic, quarter		5,530,724			5,543,781
Average shares outstanding, basic, year-to-date		5,534,233			5,543,792
Average shares outstanding, diluted, quarter		5,531,329			5,546,128
Average shares outstanding, diluted, year-to-date		5,534,345			5,546,423
Shares outstanding Class A		3,503,467			3,516,304
Shares outstanding Class B		2,026,830			2,027,100
Total shares outstanding at period end		5,530,297			5,543,404
Assets Quality and Other Data:
Allowance for loan losses / loans		1.60	%		1.24	%
Nonaccrual loans	$	17,097		$	3,282
Nonperforming assets	$	17,097		$	3,735
Loans 90 days past due and still accruing	$	—		$	—
Net charge-offs (recoveries), year-to-date	$	656		$	1,789
Leverage ratio		7.91	%		9.22	%
Tier 1 risk weighted capital ratio		15.08	%		15.66	%
Total risk weighted capital ratio		16.33	%		16.63	%
Total risk weighted assets	$	1,061,287		$	978,349