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): October 24, 2013
TF Financial Corporation
(Exact name of registrant as specified in its charter)
Pennsylvania |
0-24168 |
74-2705050 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
3 Penns Trail Newtown, Pennsylvania |
18940 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (215) 579-4000
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: |
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[ ] | 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 October 24, 2013 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1. Press release dated October 24, 2013
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TF Financial Corporation |
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Date: October 24, 2013 | By: | /s/ KENT C. LUFKIN Kent C. Lufkin President and Chief Executive Officer (Duly Authorized Representative) |
EXHIBIT 99.1
NEWTOWN, Pa., Oct. 24, 2013 (GLOBE NEWSWIRE) -- TF Financial Corporation (Nasdaq:THRD) today reported net income of $1,966,000 ($0.64 per diluted share) for the third quarter of 2013, a 33.5% increase over the $1,473,000 ($0.54 per diluted share) reported for the third quarter of 2012. In addition, net income increased 9.2% when compared with net income of $1,800,000 reported for the second quarter of 2013.
Net income for the nine-month period ended September 30, 2013 was $4,989,000 ($1.75 per diluted share) a 28.7% increase when compared with $3,877,000 ($1.42 per diluted share) reported for the first nine months of 2012. The Company also announced that its Board of Directors declared a quarterly dividend of $0.10 per share, payable November 15, 2013 to shareholders of record on November 8, 2013.
"We are pleased to have closed our acquisition of Roebling Financial Corp, Inc. ("Roebling") in early July. Throughout the third quarter our merger integration team worked diligently to convert the Roebling's former operating systems and customer accounts to 3rd Fed Bank's platform. That complex process, along with the changeover in branch signage, was successfully completed during the third quarter. We believe that this strategic expansion of our franchise will help us to create value for our shareholders over time," said Kent C. Lufkin, President and Chief Executive Officer. "Also during the quarter, we continued to focus intensively on asset quality, working to reduce total nonperforming loans (excluding those acquired via the Roebling transaction) and real estate owned to pre-recession levels. Economic conditions are gradually improving across our footprint and accordingly we have added several new business development and commercial lending personnel to help grow our share of that business."
Results for the third quarter included:
About TF Financial Corporation
TF Financial Corporation is a holding company whose principal subsidiary is 3rd Fed Bank, which operates 13 full service retail and commercial banking offices in Philadelphia and Bucks County, Pennsylvania and in Mercer County, New Jersey, and with the acquisition of Roebling Bank on July 2, 2013, also operates five additional full service branches in Burlington and Ocean Counties in New Jersey. Deposits at 3rd Fed Bank are insured up to the maximum amount by the Federal Deposit Insurance Corporation (FDIC). In addition, 3rd Fed Bank's website can be found at www.3rdfedbank.com.
Forward Looking Statements
Statements contained in this news release that are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, the possibility that any remaining integration of Roebling's business and operations with those of 3rd Fed Bank may be more difficult and/or take longer than anticipated, may be more costly than anticipated and may have unanticipated adverse results relating to the existing business of the Company, the challenges of integrating and retaining key employees, our ability to reduce total nonperforming loans and real estate owned, as well as factors discussed in documents filed by TF Financial Corporation with the Securities and Exchange Commission from time to time. The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.
T F FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | QUARTER ENDED | NINE MONTHS ENDED | |||||
9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | 9/30/2012 | 9/30/2013 | 9/30/2012 | |
EARNINGS SUMMARY | |||||||
Interest income | $ 7,903 | $ 6,744 | $ 6,857 | $ 7,234 | $ 7,395 | $ 21,504 | $ 21,986 |
Interest expense | 1,018 | 938 | 979 | 1,048 | 1,141 | 2,935 | 3,889 |
Net interest income | 6,885 | 5,806 | 5,878 | 6,186 | 6,254 | 18,569 | 18,097 |
Loan loss provision | 0 | 400 | 439 | 650 | 750 | 839 | 1,750 |
Non-interest income | 2,046 | 1,947 | 1,395 | 1,196 | 914 | 5,388 | 2,890 |
Non-interest expense | 6,782 | 5,132 | 5,030 | 4,690 | 4,466 | 16,944 | 14,171 |
Income before taxes | 2,149 | 2,221 | 1,804 | 2,042 | 1,952 | 6,174 | 5,066 |
Income taxes | 183 | 421 | 581 | 536 | 479 | 1,185 | 1,189 |
Net income | $ 1,966 | $ 1,800 | $ 1,223 | $ 1,506 | $ 1,473 | $ 4,989 | $ 3,877 |
PER SHARE INFORMATION | |||||||
Earnings per share, basic | $ 0.64 | $ 0.66 | $ 0.45 | $ 0.55 | $ 0.54 | $ 1.75 | $ 1.42 |
Earnings per share, diluted | $ 0.64 | $ 0.66 | $ 0.45 | $ 0.55 | $ 0.54 | $ 1.75 | $ 1.42 |
Weighted average basic shares (000's) | 3,053 | 2,743 | 2,738 | 2,733 | 2,729 | 2,884 | 2,724 |
Weighted average diluted shares (000's) | 3,053 | 2,743 | 2,742 | 2,734 | 2,732 | 2,884 | 2,727 |
Dividends paid | $ 0.10 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.20 | $ 0.15 |
FINANCIAL RATIOS | |||||||
Annualized return on average assets | 0.92% | 1.01% | 0.70% | 0.86% | 0.84% | 0.88% | 0.75% |
Annualized return on average equity | 8.55% | 8.55% | 5.92% | 7.21% | 7.21% | 7.85% | 6.50% |
Efficiency ratio (1) | 67.42% | 68.07% | 64.56% | 60.98% | 60.24% | 66.72% | 67.02% |
REGULATORY CAPITAL RATIOS | |||||||
Tier 1 leverage ratio | 10.21% | 10.74% | 10.50% | 10.45% | 10.47% | ||
Total risk-based capital ratio | 17.64% | 18.77% | 17.90% | 17.89% | 17.62% | ||
Tier 1 risk-based capital ratio | 16.39% | 17.51% | 16.65% | 16.63% | 16.37% | ||
T F FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | QUARTER ENDED | NINE MONTHS ENDED | |||||
9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | 9/30/2012 | 9/30/2013 | 9/30/2012 | |
AVERAGE BALANCES | |||||||
Loans | $ 622,416 | $ 524,728 | $ 525,275 | $ 530,026 | $ 527,195 | $ 557,829 | $ 507,521 |
Mortgage-backed securities | 50,737 | 37,523 | 41,988 | 49,383 | 55,820 | 43,448 | 59,776 |
Investment securities | 86,942 | 68,211 | 65,131 | 63,773 | 64,304 | 73,508 | 66,498 |
Other interest-earning assets | 35,294 | 39,111 | 28,877 | 6,482 | 393 | 34,451 | 5,676 |
Total earning assets | 795,389 | 669,573 | 661,271 | 649,664 | 647,712 | 709,236 | 639,471 |
Non-earning assets | 48,404 | 45,938 | 46,572 | 46,985 | 46,168 | 46,974 | 48,345 |
Total assets | 843,793 | 715,511 | 707,843 | 696,649 | 693,880 | 756,209 | 687,816 |
Deposits | 691,646 | 570,271 | 560,750 | 539,653 | 538,637 | 609,531 | 547,700 |
FHLB advances and other borrowed money | 55,358 | 53,303 | 56,114 | 66,223 | 66,740 | 54,922 | 53,685 |
Total interest bearing liabilities | 747,004 | 623,574 | 616,864 | 605,876 | 605,377 | 664,453 | 601,385 |
Non-interest bearing liabilities | 5,528 | 7,508 | 7,216 | 7,629 | 7,179 | 6,745 | 6,732 |
Stockholders' equity | 91,261 | 84,429 | 83,763 | 83,144 | 81,324 | 85,011 | 79,699 |
Total liabilities & stockholders' equity | $ 843,793 | $ 715,511 | $ 707,843 | $ 696,649 | $ 693,880 | $ 756,209 | $ 687,816 |
SPREAD AND MARGIN ANALYSIS (TAX EQUIVALENT) | |||||||
Average yield on: | |||||||
Loans | 4.43% | 4.56% | 4.68% | 4.76% | 4.86% | 4.55% | 4.96% |
Mortgage-backed securities | 2.52% | 2.63% | 2.64% | 3.04% | 3.23% | 2.59% | 3.48% |
Investment securities | 3.71% | 4.19% | 4.43% | 4.37% | 4.32% | 4.05% | 4.33% |
Other interest-earning assets | 0.06% | 0.14% | 0.06% | 0.37% | 0.00% | 0.09% | 0.05% |
Total interest-earning assets | 4.03% | 4.15% | 4.33% | 4.55% | 4.66% | 4.16% | 4.72% |
Average cost of: | |||||||
Deposits | 0.46% | 0.50% | 0.53% | 0.54% | 0.59% | 0.49% | 0.68% |
FHLB advances and other borrowed money | 1.57% | 1.70% | 1.79% | 1.87% | 2.01% | 1.69% | 2.72% |
Total interest-bearing liabilities | 0.54% | 0.60% | 0.64% | 0.69% | 0.75% | 0.59% | 0.86% |
Interest rate spread | 3.49% | 3.55% | 3.68% | 3.86% | 3.91% | 3.57% | 3.85% |
Net interest margin | 3.53% | 3.59% | 3.73% | 3.90% | 3.96% | 3.61% | 3.90% |
T F FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | QUARTER ENDED | NINE MONTHS ENDED | |||||
9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | 9/30/2012 | 9/30/2013 | 9/30/2012 | |
INTEREST INCOME AND EXPENSE DETAIL | |||||||
Interest income on: | |||||||
Loans | $ 6,947 | $ 5,963 | $ 6,066 | $ 6,341 | $ 6,436 | $ 18,976 | $ 18,864 |
Mortgage-backed securities | 322 | 246 | 273 | 377 | 453 | 841 | 1,556 |
Investment securities | 814 | 713 | 711 | 701 | 699 | 2,229 | 2,154 |
Other interest-earning assets | 5 | 14 | 4 | 6 | -- | 23 | 2 |
Total interest-earning assets | $ 8,088 | $ 6,936 | $ 7,054 | $ 7,425 | $ 7,588 | $ 22,069 | $ 22,576 |
Interest expense on: | |||||||
Deposits | $ 799 | $ 712 | $ 731 | $ 737 | $ 803 | $ 2,242 | $ 2,795 |
FHLB advances and other borrowed money | 219 | 226 | 248 | 311 | 338 | 693 | 1,094 |
Total interest-bearing liabilities | $ 1,018 | $ 938 | $ 979 | $ 1,048 | $ 1,141 | $ 2,935 | $ 3,889 |
Net interest income: tax equivalent basis | $ 7,070 | $ 5,998 | $ 6,075 | $ 6,377 | $ 6,447 | $ 19,134 | $ 18,687 |
Tax equivalent adjustment on investment securities | 185 | 192 | 197 | 191 | 193 | 565 | 590 |
Net interest income | $ 6,885 | $ 5,806 | $ 5,878 | $ 6,186 | $ 6,254 | $ 18,569 | $ 18,097 |
NON-INTEREST INCOME DETAIL | |||||||
Service fees, charges and other | $ 560 | $ 454 | $ 497 | $ 484 | $ 433 | $ 1,512 | $ 1,339 |
Impairment adjustment to mortgage servicing rights | 32 | 196 | 33 | 50 | (53) | 260 | (89) |
Bank-owned life insurance | 136 | 137 | 143 | 147 | 152 | 416 | 456 |
Proceeds from bank-owned life insurance | -- | 934 | -- | -- | -- | 934 | -- |
Gain on sale of investment securities | -- | -- | -- | 85 | -- | -- | -- |
Gain on sale of loans | 104 | 226 | 305 | 430 | 382 | 635 | 920 |
Gain on disposition of real estate | -- | -- | 417 | -- | -- | 417 | 264 |
Purchase gain associated with Roebling acquisition | 1,214 | -- | -- | -- | -- | 1,214 | -- |
NON-INTEREST EXPENSE DETAIL | |||||||
Compensation and benefits | $ 3,125 | $ 2,842 | $ 2,817 | $ 2,760 | $ 2,651 | $ 8,784 | $ 8,222 |
Occupancy and equipment | 867 | 709 | 697 | 727 | 686 | 2,273 | 2,068 |
Professional fees | 311 | 230 | 288 | 302 | 349 | 829 | 874 |
Merger-related costs | 2 | 295 | 320 | 108 | -- | 617 | -- |
Marketing and advertising | 132 | 132 | 39 | 79 | 76 | 303 | 267 |
FDIC insurance premiums | 188 | 132 | 110 | 149 | 146 | 430 | 447 |
Loss on REO (2) | 71 | 198 | 178 | 46 | -- | 447 | 425 |
Operating expenses of REO (2) | 43 | 37 | 46 | 60 | 78 | 126 | 280 |
Other operating | 640 | 557 | 535 | 459 | 480 | 1,732 | 1,588 |
Conversion costs (3) | 1,403 | -- | -- | -- | -- | 1,403 | -- |
T F FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | PERIOD ENDED | ||||||
9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | 9/30/2012 | |||
DEPOSIT INFORMATION | |||||||
Non-interest checking | $ 69,157 | $ 58,697 | $ 57,422 | $ 52,433 | $ 50,421 | ||
Interest checking | 108,341 | 78,923 | 78,263 | 76,370 | 70,797 | ||
Money market | 179,612 | 159,015 | 156,736 | 153,827 | 153,351 | ||
Savings | 131,432 | 109,446 | 108,554 | 106,268 | 106,693 | ||
CD's | 193,283 | 165,331 | 170,355 | 171,417 | 152,011 | ||
OTHER INFORMATION | |||||||
Per Share | |||||||
Book value | $ 29.48 | $ 29.36 | $ 29.37 | $ 29.23 | $ 28.89 | ||
Tangible book value | $ 27.94 | $ 27.84 | $ 27.85 | $ 27.70 | $ 27.37 | ||
Closing market price | $ 27.88 | $ 25.40 | $ 25.15 | $ 23.83 | $ 23.79 | ||
Balance Sheet | |||||||
Loans | $ 623,021 | $ 531,464 | $ 528,229 | $ 534,348 | $ 541,610 | ||
Cash and cash equivalents | 31,004 | 44,958 | 48,690 | 31,137 | 3,712 | ||
Mortgage-backed securities | 48,709 | 34,206 | 38,320 | 44,639 | 51,463 | ||
Investment securities | 85,330 | 68,459 | 63,987 | 65,041 | 63,822 | ||
Total assets | 833,334 | 714,781 | 716,002 | 711,836 | 697,056 | ||
Total deposits | 681,825 | 571,412 | 571,330 | 560,315 | 533,273 | ||
FHLB advances and other borrowed money | 50,990 | 52,534 | 54,151 | 60,656 | 75,156 | ||
Stockholders' equity | 92,811 | 83,453 | 83,408 | 82,945 | 81,965 | ||
Asset Quality | |||||||
Non-performing loans | $ 6,881 | $ 5,973 | $ 7,647 | $ 8,359 | $ 10,400 | ||
Allowance for loan losses | $ 6,691 | $ 6,916 | $ 6,662 | $ 6,922 | $ 6,772 | ||
Net charge-offs | $ 225 | $ 146 | $ 699 | $ 500 | $ 141 | ||
Allowance for loan losses to non-performing loans | 97.24% | 115.79% | 87.12% | 82.81% | 65.12% | ||
Allowance for loan losses to gross loans | 1.07% | 1.30% | 1.26% | 1.30% | 1.25% | ||
Non-performing loans to gross loans | 1.10% | 1.12% | 1.45% | 1.56% | 1.92% | ||
Non-performing loans to total assets | 0.83% | 0.84% | 1.07% | 1.17% | 1.49% | ||
REO (2) | $ 5,786 | $ 6,177 | $ 7,170 | $ 7,282 | $ 7,619 | ||
REO to total assets (2) | 0.69% | 0.86% | 1.00% | 1.02% | 1.09% | ||
Non-performing assets to total assets | 1.52% | 1.70% | 2.07% | 2.20% | 2.59% | ||
Statistical | |||||||
Shares outstanding (000's) | 3,148 | 2,842 | 2,840 | 2,838 | 2,837 | ||
Number of branch offices | 18 | 13 | 13 | 13 | 14 | ||
Full time equivalent employees | 206 | 166 | 165 | 167 | 167 | ||
(1) The efficiency ratio is non-interest expense excluding merger-related and conversion costs and loss on REO divided by net interest income on a tax equivalent basis plus non-interest income excluding impairment adjustment to mortgage servicing rights, gain on sale of investment securities, proceeds from bank owned life insurance and gain on disposition of real estate and purchase gain associated with Roebling Bank acquisition. | |||||||
(2) REO is real estate acquired through foreclosure. | |||||||
(3) Conversion costs are mainly retention and severance payments paid to transition employees, and amounts paid to terminate various data processing contracts. |
CONTACT: Dennis R. Stewart, EVP/CFO (215) 579-4000