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): January 24, 2014
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 January 24, 2014 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 January 24, 2014
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: January 24, 2014 | By: | /s/ KENT C. LUFKIN Kent C. Lufkin President and Chief Executive Officer (Duly Authorized Representative) |
EXHIBIT 99.1
NEWTOWN, Pa., Jan. 24, 2014 (GLOBE NEWSWIRE) -- TF Financial Corporation (Nasdaq:THRD) today reported net income of $6,575,000 ($2.27 per diluted share) for 2013, a 22.1% increase over the $5,383,000 ($1.97 per diluted share) reported for 2012. Net income for the three-month period ended December 31, 2013 was $1,586,000 ($0.52 per diluted share) compared with $1,506,000 ($0.55 per diluted share) reported for the comparable period of 2012. The Company also announced that its Board of Directors declared a quarterly dividend of $0.12 per share, payable February 14, 2014 to shareholders of record on February 7, 2014.
"We are very pleased to report the highest year of net income since the Company was founded in 1921," said Kent C. Lufkin, President and Chief Executive Officer. "We see our 2013 outcome as clear evidence that we have successfully managed our way through the most challenging recession and banking environment in the history of this organization, and have restored our performance to be comparable to or better than pre-recession levels."
"While we closed the Roebling Financial Corp, Inc. ("Roebling") merger in early July, there was considerable further work to be done in order to complete the full systems conversion to enable the combined Company to operate on unified back and front office platforms. This complex process continued through to the end of 2013 and we are very encouraged by the quickly accretive impact of the Roebling transaction."
"Concurrently, we never diminished our intense focus throughout the year on improving asset quality. Total non-performing assets ("NPAs") at year end were 1.67% of total assets, down from 2.20% the prior year; foreclosed property was $5.6 million at year end 2013, down from $7.3 million the prior year. NPAs and troubled assets have reached a 5-year low. Also, as noted below, credit costs declined substantially, year-over-year, and loan loss coverage is solid."
"Having focused extensive resources and time assimilating Roebling during the fourth quarter, the Company recently kicked off aggressive, multi-faceted, franchise-wide loan promotions that should continue through 2014. We've strengthened our commercial lending, consumer banking, mortgage origination and marketing teams. Thus, we are making every effort to generate increasing, yet balanced loan growth in the coming year across our expanded footprint as a result of this strategy and ramp-up of high-quality talent," said Lufkin.
Highlights for 2013 included:
About TF Financial Corporation
TF Financial Corporation is a bank 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 generate increasing, yet balanced, loan growth in 2014 or 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.
TF FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | QUARTER ENDED | TWELVE MONTHS ENDED | |||||
12/31/2013 | 9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | 12/31/2013 | 12/31/2012 | |
EARNINGS SUMMARY | |||||||
Interest income | $ 7,809 | $ 7,903 | $ 6,744 | $ 6,857 | $ 7,234 | $ 29,313 | $ 29,220 |
Interest expense | 988 | 1,018 | 938 | 979 | 1,048 | 3,923 | 4,937 |
Net interest income | 6,821 | 6,885 | 5,806 | 5,878 | 6,186 | 25,390 | 24,283 |
Loan loss provision | -- | -- | 400 | 439 | 650 | 839 | 2,400 |
Non-interest income | 694 | 2,046 | 1,947 | 1,395 | 1,196 | 6,082 | 4,086 |
Non-interest expense | 5,157 | 6,782 | 5,132 | 5,030 | 4,690 | 22,101 | 18,861 |
Income before taxes | 2,358 | 2,149 | 2,221 | 1,804 | 2,042 | 8,532 | 7,108 |
Income taxes | 772 | 183 | 421 | 581 | 536 | 1,957 | 1,725 |
Net income | $ 1,586 | $ 1,966 | $ 1,800 | $ 1,223 | $ 1,506 | $ 6,575 | $ 5,383 |
PER SHARE INFORMATION | |||||||
Earnings per share, basic | $ 0.52 | $ 0.64 | $ 0.66 | $ 0.45 | $ 0.55 | $ 2.27 | $ 1.97 |
Earnings per share, diluted | $ 0.52 | $ 0.64 | $ 0.66 | $ 0.45 | $ 0.55 | $ 2.27 | $ 1.97 |
Weighted average basic shares (000's) | 3,056 | 3,053 | 2,743 | 2,738 | 2,733 | 2,899 | 2,726 |
Weighted average diluted shares (000's) | 3,068 | 3,053 | 2,743 | 2,742 | 2,734 | 2,903 | 2,730 |
Dividends paid | $ 0.10 | $ 0.10 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.30 | $ 0.20 |
FINANCIAL RATIOS | |||||||
Annualized return on average assets | 0.75% | 0.92% | 1.01% | 0.70% | 0.86% | 0.85% | 0.78% |
Annualized return on average equity | 6.71% | 8.55% | 8.55% | 5.92% | 7.21% | 7.40% | 6.68% |
Efficiency ratio (1) | 66.08% | 67.42% | 68.07% | 64.56% | 60.98% | 66.53% | 63.78% |
REGULATORY CAPITAL RATIOS | |||||||
Tier 1 leverage ratio | 10.36% | 10.21% | 10.74% | 10.50% | 10.45% | ||
Total risk-based capital ratio | 17.56% | 17.64% | 18.77% | 17.90% | 17.89% | ||
Tier 1 risk-based capital ratio | 16.32% | 16.39% | 17.51% | 16.65% | 16.63% | ||
TF FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | QUARTER ENDED | TWELVE MONTHS ENDED | |||||
12/31/2013 | 9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | 12/31/2013 | 12/31/2012 | |
AVERAGE BALANCES | |||||||
Loans | $ 619,498 | $ 622,416 | $ 524,728 | $ 525,275 | $ 530,026 | $ 573,373 | $ 513,178 |
Mortgage-backed securities | 47,568 | 50,737 | 37,523 | 41,988 | 49,383 | 44,487 | 57,164 |
Investment securities | 82,213 | 86,942 | 68,211 | 65,131 | 63,773 | 75,702 | 65,813 |
Other interest-earning assets | 36,694 | 35,294 | 39,111 | 28,877 | 6,482 | 35,016 | 6,155 |
Total earning assets | 785,973 | 795,389 | 669,573 | 661,271 | 649,664 | 728,578 | 642,310 |
Non-earning assets | 49,164 | 48,404 | 45,938 | 46,572 | 46,985 | 47,531 | 47,726 |
Total assets | 835,137 | 843,793 | 715,511 | 707,843 | 696,649 | 776,109 | 690,036 |
Deposits | 684,085 | 691,646 | 570,271 | 560,750 | 539,653 | 626,716 | 545,677 |
FHLB advances and other borrowed money | 50,259 | 55,358 | 53,303 | 56,114 | 66,223 | 53,747 | 56,837 |
Total interest bearing liabilities | 734,344 | 747,004 | 623,574 | 616,864 | 605,876 | 680,463 | 602,514 |
Non-interest bearing liabilities | 6,951 | 5,528 | 7,508 | 7,216 | 7,629 | 6,788 | 6,957 |
Stockholders' equity | 93,842 | 91,261 | 84,429 | 83,763 | 83,144 | 88,858 | 80,565 |
Total liabilities & stockholders' equity | $ 835,137 | $ 843,793 | $ 715,511 | $ 707,843 | $ 696,649 | $ 776,109 | $ 690,036 |
SPREAD AND MARGIN ANALYSIS (TAX EQUIVALENT) | |||||||
Average yield on: | |||||||
Loans | 4.41% | 4.43% | 4.56% | 4.68% | 4.76% | 4.51% | 4.91% |
Mortgage-backed securities | 2.38% | 2.52% | 2.63% | 2.64% | 3.04% | 2.53% | 3.38% |
Investment securities | 4.04% | 3.71% | 4.19% | 4.43% | 4.37% | 4.06% | 4.33% |
Other interest-earning assets | 0.04% | 0.06% | 0.14% | 0.06% | 0.37% | 0.08% | 0.13% |
Total interest-earning assets | 4.04% | 4.03% | 4.15% | 4.33% | 4.55% | 4.13% | 4.67% |
Average cost of: | |||||||
Deposits | 0.45% | 0.46% | 0.50% | 0.53% | 0.54% | 0.48% | 0.65% |
FHLB advances and other borrowed money | 1.62% | 1.57% | 1.70% | 1.79% | 1.87% | 1.67% | 2.47% |
Total interest-bearing liabilities | 0.53% | 0.54% | 0.60% | 0.64% | 0.69% | 0.58% | 0.82% |
Interest rate spread | 3.51% | 3.49% | 3.55% | 3.68% | 3.86% | 3.55% | 3.85% |
Net interest margin | 3.54% | 3.53% | 3.59% | 3.73% | 3.90% | 3.59% | 3.90% |
TF FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | QUARTER ENDED | TWELVE MONTHS ENDED | |||||
12/31/2013 | 9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | 12/31/2013 | 12/31/2012 | |
INTEREST INCOME AND EXPENSE DETAIL | |||||||
Interest income on: | |||||||
Loans | $ 6,882 | $ 6,947 | $ 5,963 | $ 6,066 | $ 6,341 | $ 25,858 | $ 25,205 |
Mortgage-backed securities | 285 | 322 | 246 | 273 | 377 | 1,126 | 1,933 |
Investment securities | 837 | 814 | 713 | 711 | 701 | 3,075 | 2,849 |
Other interest-earning assets | 4 | 5 | 14 | 4 | 6 | 27 | 8 |
Total interest-earning assets | $ 8,008 | $ 8,088 | $ 6,936 | $ 7,054 | $ 7,425 | $ 30,086 | $ 29,995 |
Interest expense on: | |||||||
Deposits | $ 783 | $ 799 | $ 712 | $ 731 | $ 737 | $ 3,025 | $ 3,532 |
FHLB advances and other borrowed money | 205 | 219 | 226 | 248 | 311 | 898 | 1,405 |
Total interest-bearing liabilities | $ 988 | $ 1,018 | $ 938 | $ 979 | $ 1,048 | $ 3,923 | $ 4,937 |
Net interest income: tax equivalent basis | $ 7,020 | $ 7,070 | $ 5,998 | $ 6,075 | $ 6,377 | $ 26,163 | $ 25,058 |
Tax equivalent adjustment on investment securities | 199 | 185 | 192 | 197 | 191 | 773 | 775 |
Net interest income | $ 6,821 | $ 6,885 | $ 5,806 | $ 5,878 | $ 6,186 | $ 25,390 | $ 24,283 |
NON-INTEREST INCOME DETAIL | |||||||
Service fees, charges and other | $ 560 | $ 560 | $ 454 | $ 497 | $ 484 | $ 2,071 | $ 1,823 |
Impairment adjustment to mortgage servicing rights | 19 | 32 | 196 | 33 | 50 | 280 | (39) |
Bank-owned life insurance | 135 | 136 | 137 | 143 | 147 | 551 | 603 |
Proceeds from bank-owned life insurance | -- | -- | 934 | -- | -- | 934 | -- |
Gain on sale of investment securities | 4 | -- | -- | -- | 85 | 4 | 85 |
Gain on sale of loans | 70 | 104 | 226 | 305 | 430 | 705 | 1,350 |
Gain on disposition of real estate | -- | -- | -- | 417 | -- | 417 | 264 |
Purchase gain associated with Roebling acquisition | (94) | 1,214 | -- | -- | -- | 1,120 | -- |
NON-INTEREST EXPENSE DETAIL | |||||||
Compensation and benefits | $ 3,269 | $ 3,125 | $ 2,842 | $ 2,817 | $ 2,760 | $ 12,053 | $ 10,982 |
Occupancy and equipment | 833 | 867 | 709 | 697 | 727 | 3,106 | 2,795 |
Professional fees | 195 | 311 | 230 | 288 | 302 | 1,024 | 1,284 |
Merger-related costs | -- | 2 | 295 | 320 | 108 | 617 | -- |
Marketing and advertising | 53 | 132 | 132 | 39 | 79 | 356 | 346 |
FDIC insurance premiums | 91 | 188 | 132 | 110 | 149 | 521 | 596 |
Loss (gain) on REO, net (2) | (1) | 71 | 198 | 178 | 46 | 446 | 471 |
Operating expenses of REO (2) | 37 | 43 | 37 | 46 | 60 | 163 | 340 |
Other operating | 666 | 640 | 557 | 535 | 459 | 2,398 | 2,047 |
Conversion costs (3) | 14 | 1,403 | -- | -- | -- | 1,417 | -- |
TF FINANCIAL CORPORATION | |||||||
UNAUDITED FINANCIAL INFORMATION | |||||||
(dollars in thousands except per share data) | PERIOD ENDED | ||||||
12/31/2013 | 9/30/2013 | 6/30/2013 | 3/31/2013 | 12/31/2012 | |||
DEPOSIT INFORMATION | |||||||
Non-interest checking | $ 68,133 | $ 69,157 | $ 58,697 | $ 57,422 | $ 52,433 | ||
Interest checking | 114,184 | 108,341 | 78,923 | 78,263 | 76,370 | ||
Money market | 180,215 | 179,612 | 159,015 | 156,736 | 153,827 | ||
Savings | 130,878 | 131,432 | 109,446 | 108,554 | 106,268 | ||
CD's | 190,492 | 193,283 | 165,331 | 170,355 | 171,417 | ||
OTHER INFORMATION | |||||||
Per Share | |||||||
Book value | $ 29.71 | $ 29.48 | $ 29.36 | $ 29.37 | $ 29.23 | ||
Tangible book value | $ 28.18 | $ 27.94 | $ 27.84 | $ 27.85 | $ 27.70 | ||
Closing market price | $ 28.16 | $ 27.88 | $ 25.40 | $ 25.15 | $ 23.83 | ||
Balance Sheet | |||||||
Loans, net of acquired loans | $ 527,207 | $ 525,354 | $ 531,464 | $ 528,229 | $ 534,348 | ||
Acquired loans | 93,885 | 97,667 | -- | -- | -- | ||
Cash and cash equivalents | 45,310 | 31,004 | 44,958 | 48,690 | 31,137 | ||
Mortgage-backed securities | 46,769 | 48,709 | 34,206 | 38,320 | 44,639 | ||
Investment securities | 82,103 | 85,330 | 68,459 | 63,987 | 65,041 | ||
Total assets | 833,707 | 833,334 | 714,781 | 716,002 | 711,836 | ||
Total deposits | 683,902 | 681,825 | 571,412 | 571,330 | 560,315 | ||
FHLB advances and other borrowed money | 49,605 | 50,990 | 52,534 | 54,151 | 60,656 | ||
Stockholders' equity | 93,567 | 92,811 | 83,453 | 83,408 | 82,945 | ||
Asset Quality | |||||||
Non-performing loans | $ 8,332 | $ 6,881 | $ 5,973 | $ 7,647 | $ 8,359 | ||
Allowance for loan losses | $ 6,575 | $ 6,691 | $ 6,916 | $ 6,662 | $ 6,922 | ||
Net charge-offs | $ 116 | $ 225 | $ 146 | $ 699 | $ 500 | ||
Allowance for loan losses to non-performing loans | 78.91% | 97.24% | 115.79% | 87.12% | 82.81% | ||
Allowance for loan losses to gross loans excluding acquired loans | 1.25% | 1.27% | 1.30% | 1.26% | 1.30% | ||
Non-performing loans to gross loans | 1.34% | 1.10% | 1.12% | 1.45% | 1.56% | ||
Non-performing loans to total assets | 1.00% | 0.83% | 0.84% | 1.07% | 1.17% | ||
REO (2) | $ 5,601 | $ 5,786 | $ 6,177 | $ 7,170 | $ 7,282 | ||
REO to total assets (2) | 0.67% | 0.69% | 0.86% | 1.00% | 1.02% | ||
Non-performing assets to total assets | 1.67% | 1.52% | 1.70% | 2.07% | 2.20% | ||
Statistical | |||||||
Shares outstanding (000's) | 3,149 | 3,148 | 2,842 | 2,840 | 2,838 | ||
Number of branch offices | 18 | 18 | 13 | 13 | 13 | ||
Full time equivalent employees | 203 | 206 | 166 | 165 | 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