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: October 9, 2018

Century Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Massachusetts	0-15752	04-2498617
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)
400 Mystic Avenue Medford, MA		02155
(Address of principal executive offices)		(Zip Code)

(781) 391-4000

(Registrant’s telephone number, including area code)

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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 October 9, 2018, 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 third quarter ended September 30, 2018 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

(d)    Exhibits

99.1    Century Bancorp, Inc. press release dated October 9, 2018.

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: October 10, 2018

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Contact: William P. Hornby, CPA

whornby@centurybank.com

Phone: 781-393-4630

Fax: 781-393-4071

CENTURY BANCORP, INC. ANNOUNCES RECORD EARNINGS FOR THE THIRD QUARTER OF 2018, UP 19.4%; ASSET GROWTH TO $4.9 BB; REGULAR DIVIDEND DECLARED

Medford, MA, October 9, 2018 - Century Bancorp, Inc. (NASDAQ:CNBKA) (www.centurybank.com) (“the Company”) today announced net income of $26,288,000 for the nine months ended September 30, 2018, or $4.72 per Class A share diluted, an increase of 18.0% compared to net income of $22,276,000, or $4.00 per Class A share diluted, for the same period a year ago. Total assets increased 1.8% from $4.79 billion at December 31, 2017 to $4.87 billion at September 30, 2018. For the quarter ended September 30, 2018, net income totaled $9,581,000 or $1.72 per Class A share diluted, an increase of 19.4% compared to net income of $8,023,000, or $1.44 per Class A share diluted, for the same period a year ago.

Net interest income totaled $68.9 million for the nine months ended September 30, 2018 compared to $63.9 million for the same period in 2017. The 7.8% increase in net interest income for the period is primarily due to an increase in average earning assets. The net interest margin decreased from 2.24% on a fully taxable equivalent basis in 2017 to 2.19% for the same period in 2018. This was primarily the result of a decrease in the federal corporate tax rate from 34% to 21% as well as prepayment penalties collected during the second quarter of 2017. The decrease in the tax rate results in a lower tax equivalent yield on tax-exempt assets. The average balances of earning assets increased by 3.8% combined with an average yield increase of 0.24%, resulting in an increase in interest income of $15.6 million. The average balance of interest bearing liabilities increased 2.7% combined with an average yield increase of 0.36%, resulting in an increase in interest expense of $10.7 million.

The provision for loan losses decreased by $440,000 from $1,340,000 for the nine months ended September 30, 2017 to $900,000 for the same period in 2018, primarily as a result of net recoveries of $1.4 million offset by changes in qualitative factors.

The Company’s effective tax rate decreased from 5.6% for the first nine months of 2017 to 4.6% for the same period in 2018. This was primarily the result of a decrease in the federal tax rate from 34% to 21% as a result of the Tax Cuts and Jobs Act, offset somewhat by an increase in taxable income.

-more-

At September 30, 2018, total equity was $286.9 million compared to $260.3 million at December 31, 2017. The Company’s equity increased primarily as a result of earnings, offset somewhat by dividends paid.

The Company’s leverage ratio stood at 7.03% at September 30, 2018, compared to 6.70% at December 31, 2017. The increase in the leverage ratio was due to an increase in stockholders’ equity, offset somewhat by an increase in quarterly average assets. Book value as of September 30, 2018 was $51.52 per share compared to $46.75 at December 31, 2017.

The Company’s allowance for loan losses was $28.5 million or 1.26% of loans outstanding at September 30, 2018, compared to $26.3 million or 1.21% of loans outstanding at December 31, 2017, and $25.7 million or 1.22% of loans outstanding at September 30, 2017. The ratio of the allowance for loan losses to loans outstanding has increased, during the third quarter of 2018, primarily as a result of changes in qualitative factors related to general economic factors pertaining to certain industries. Non-performing assets totaled $3.7 million at September 30, 2018, compared to $1.7 million at December 31, 2017 and $1.6 million at September 30, 2017. Nonperforming loans increased mainly as a result of one residential real estate loan.

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 November 15, 2018 to stockholders of record on November 1, 2018.

The Company, through its subsidiary bank, Century Bank and Trust Company, a state chartered full service commercial bank, operating twenty-seven 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)

Assets	September 30, 2018		December 31, 2017
Cash and Due From Banks	$	68,945	$	77,199
Federal Funds Sold and Interest-bearing Deposits In Other Banks		142,345		279,231
Securities Available-for-Sale (AFS)		368,119		397,475
Securities Held-to-Maturity		1,875,752		1,701,233
Federal Home Loan Bank of Boston stock, at cost		22,743		21,779
Loans:
Commercial & Industrial		783,960		763,807
Municipal		94,532		106,599
Construction & Land Development		12,434		18,931
Commercial Real Estate		730,265		732,491
Residential Real Estate		335,114		287,731
Consumer and Other		21,216		19,040
Home Equity		283,818		247,345
Total Loans		2,261,339		2,175,944
Less: Allowance for Loan Losses		28,545		26,255
Net Loans		2,232,794		2,149,689
Bank Premises and Equipment, net		24,023		23,527
Accrued Interest Receivable		12,878		11,179
Goodwill		2,714		2,714
Other Assets		120,110		121,546
Total Assets	$	4,870,423	$	4,785,572
Liabilities
Demand Deposits	$	731,095	$	736,020
Interest Bearing Deposits:
Savings and NOW Deposits		1,359,334		1,367,358
Money Market Accounts		1,294,092		1,188,228
Time Deposits		579,886		625,361
Total Interest Bearing Deposits		3,233,312		3,180,947
Total Deposits		3,964,407		3,916,967
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		140,490		158,990
Other Borrowed Funds		372,606		347,778
Total Borrowed Funds		513,096		506,768
Other Liabilities		69,960		65,457
Subordinated Debentures		36,083		36,083
Total Liabilities		4,583,546		4,525,275
Total Stockholders' Equity		286,877		260,297
Total Liabilities & Stockholders' Equity	$	4,870,423	$	4,785,572

Century Bancorp, Inc. and Subsidiaries

Consolidated Comparative Statements of Income (unaudited)

For the quarter and nine months ended September 30, 2018 and 2017

(in thousands)

	Quarter ended September 30,				Nine-months ended September 30,
	2018		2017		2018		2017
Interest Income:
Loans	$	20,167	$	16,658	$	57,613	$	48,668
Securities Held-to-Maturity		11,507		9,447		32,930		28,806
Securities Available-for-Sale		2,500		1,809		6,821		5,143
Federal Funds Sold and Interest-bearing Deposits In Other Banks		591		607		2,239		1,349
Total Interest Income		34,765		28,521		99,603		83,966
Interest Expense:
Savings and NOW Deposits		2,972		1,727		7,778		4,454
Money Market Accounts		3,652		1,395		9,039		3,903
Time Deposits		2,571		2,095		7,465		5,648
Securities Sold Under Agreements to Repurchase		288		129		657		352
Other Borrowed Funds and Subordinated Debentures		2,078		1,822		5,793		5,695
Total Interest Expense		11,561		7,168		30,732		20,052
Net Interest Income		23,204		21,353		68,871		63,914
Provision For Loan Losses		—		450		900		1,340
Net Interest Income After Provision for Loan Losses		23,204		20,903		67,971		62,574
Other Operating Income
Service Charges on Deposit Accounts		2,137		2,089		6,268		6,179
Lockbox Fees		892		735		2,304		2,367
Net Gain on Sales of Loans		—		—		—		370
Net Gain on Sales of Securities		105		47		302		47
Other Income		1,035		1,071		3,210		3,179
Total Other Operating Income		4,169		3,942		12,084		12,142
Operating Expenses
Salaries and Employee Benefits		10,570		9,933		32,331		31,097
Occupancy		1,481		1,427		4,579		4,663
Equipment		781		782		2,355		2,245
FDIC Assessment		368		340		1,110		1,218
Other		4,148		3,723		12,133		11,904
Total Operating Expenses		17,348		16,205		52,508		51,127
Income Before Income Taxes		10,025		8,640		27,547		23,589
Income Tax Expense		444		617		1,259		1,313
Net Income	$	9,581	$	8,023	$	26,288	$	22,276

Century Bancorp, Inc. and Subsidiaries

Consolidated Year-to-Date Average Comparative Statements of Condition (unaudited)

(in thousands)

Assets	September 30, 2018			September 30, 2017
Cash and Due From Banks	$	71,034		$	72,206
Federal Funds Sold and Interest-Bearing Deposits in Other Banks		171,773			177,233
Securities Available-For-Sale (AFS)		406,022			481,550
Securities Held-to-Maturity (HTM)		1,816,745			1,739,189
Total Loans		2,206,194			2,036,198
Less: Allowance for Loan Losses		27,235			25,089
Net Loans		2,178,959			2,011,109
Unrealized (Loss)Gain on Securities AFS and HTM Transfers		(4,154	)		(6,750	)
Bank Premises and Equipment		23,481			23,404
Accrued Interest Receivable		11,608			10,261
Goodwill		2,714			2,714
Other Assets		122,502			118,359
Total Assets	$	4,800,684		$	4,629,275
Liabilities
Demand Deposits	$	718,215		$	676,655
Interest Bearing Deposits:
Savings and NOW Deposits		1,495,464			1,479,433
Money Market Accounts		1,208,547			1,100,304
Time Deposits		587,742			550,996
Total Interest Bearing Deposits		3,291,753			3,130,733
Total Deposits		4,009,968			3,807,388
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		149,970			193,519
Other Borrowed Funds		262,397			281,097
Total Borrowed Funds		412,367			474,616
Other Liabilities		69,404			60,274
Subordinated Debentures		36,083			36,083
Total Liabilities		4,527,822			4,378,361
Total Stockholders' Equity		272,862			250,914
Total Liabilities & Stockholders' Equity	$	4,800,684		$	4,629,275
Total Average Earning Assets - QTD	$	4,625,880		$	4,378,433
Total Average Earning Assets - YTD	$	4,600,734		$	4,434,170

Century Bancorp, Inc. and Subsidiaries

Consolidated Selected Key Financial Information (unaudited)

(in thousands, except share data)

	September 30, 2018			September 30, 2017
Performance Measures:
Earnings per average Class A share, diluted, quarter	$	1.72		$	1.44
Earnings per average Class A share, diluted, year-to-date	$	4.72		$	4.00
Return on average assets, year-to-date		0.73	%		0.64	%
Return on average stockholders' equity, year-to-date		12.88	%		11.87	%
Net interest margin (taxable equivalent), quarter		2.19	%		2.26	%
Net interest margin (taxable equivalent), year-to-date		2.19	%		2.24	%
Efficiency ratio, year-to-date - Non-GAAP (1)		60.0	%		59.1	%
Book value per share	$	51.52		$	47.17
Tangible book value per share - Non-GAAP (1)	$	51.04		$	46.68
Capital / assets		5.89	%		5.76	%
Tangible capital / tangible assets - Non-GAAP (1)		5.84	%		5.71	%
Common Share Data:
Average Class A shares outstanding, diluted, quarter and year-to-date		5,567,909			5,567,909
Shares outstanding Class A		3,608,329			3,605,829
Shares outstanding Class B		1,959,580			1,962,080
Total shares outstanding at period end		5,567,909			5,567,909
Asset Quality and Other Data:
Allowance for loan losses / loans		1.26	%		1.22	%
Nonaccrual loans	$	3,729		$	1,598
Nonperforming assets	$	3,729		$	1,598
Loans 90 days past due and still accruing	$	471		$	—
Accruing troubled debt restructures	$	2,598		$	2,843
Net charge-offs (recoveries), year-to-date	$	(1,390	)	$	48
Leverage ratio		7.03	%		6.56	%
Common equity tier 1 risk weighted capital ratio		11.14	%		10.53	%
Tier 1 risk weighted capital ratio		12.42	%		11.81	%
Total risk weighted capital ratio		13.46	%		12.83	%
Total risk weighted assets	$	2,733,491		$	2,534,210
(1) Non-GAAP Financial Measures are reconciled in the following tables:
Calculation of Efficiency ratio:
Total operating expenses (numerator)	$	52,508		$	51,127
Net interest income	$	68,871		$	63,914
Total other operating income		12,084			12,142
Tax equivalent adjustment		6,547			10,383
Total income (denominator)	$	87,502		$	86,439
Efficiency ratio, year - Non-GAAP		60.0	%		59.1	%
Calculation of tangible book value per share:
Total stockholders' equity	$	286,877		$	262,648
Less: goodwill		2,714			2,714
Tangible stockholders' equity (numerator)	$	284,163		$	259,934
Total shares outstanding at period end (denominator)		5,567,909			5,567,909
Tangible book value per share - Non-GAAP	$	51.04		$	46.68
Book value per share - GAAP	$	51.52		$	47.17
Calculation of tangible capital / tangible assets:
Total stockholders' equity	$	286,877		$	262,648
Less: goodwill		2,714			2,714
Tangible stockholders' equity (numerator)	$	284,163		$	259,934
Total assets	$	4,870,423		$	4,558,072
Less: goodwill		2,714			2,714
Tangible assets (denominator)	$	4,867,709		$	4,555,358
Tangible capital / tangible assets - Non-GAAP		5.84	%		5.71	%
Capital / assets - GAAP		5.89	%		5.76	%