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, 2019

 

WELLESLEY BANCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland

(State or other jurisdiction of

incorporation or organization)

 

001-35352

(Commission

File Number)

 

45-3219901

(IRS Employer

Identification No.)

 

100 Worcester Street, Suite 300, Wellesley, Massachusetts 02481

(Address of principal executive offices) (Zip Code)

 

(781) 235-2550

(Registrant’s telephone number, including area code)

 

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:

 

¨ 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading symbol(s)   Name of each exchange on which Registered
Common Stock, par value $0.01 per share   WEBK   The NASDAQ Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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. ¨

 

 

 

 

 

Item2.02 Results of Operations and Financial Condition.

 

On October 24, 2019, Wellesley Bancorp, Inc. (the “Company”), the stock holding company for Wellesley Bank, issued a press release announcing its financial results for the three and nine month periods ended September 30, 2019. A copy of the press release dated October 24, 2019 is attached to this Report as Exhibit 99.1 and is furnished herewith.

 

The information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the “Exchange Act,” or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Number Description
   
99.1 Press Release dated October 24, 2019

  

 

 

 

SIGNATURE

 

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.

 

  WELLESLEY BANCORP, INC.  
       
       
Date: October 24, 2019 By: /s/ Thomas J. Fontaine  
    Thomas J. Fontaine  
    President and Chief Executive Officer  

 

 

Wellesley Bancorp, Inc. Reports Record Results for the Three and Nine Months Ended September 30, 2019

WELLESLEY, Mass., Oct. 24, 2019 /PRNewswire/ -- Wellesley Bancorp, Inc. (Nasdaq Capital Market: WEBK) (the "Company"), the holding company for Wellesley Bank (the "Bank"), reported record net income of $2.0 million and $4.8 million for the three and nine months ended September 30, 2019, respectively. These results compare to net income of $1.6 million and $4.4 million for the three and nine months ended September 30, 2018, respectively. The results for the quarter represent an increase of 30.8% as compared to the prior year third quarter results.

Diluted earnings per share were $0.80 and $1.91 for the three and nine months ended September 30, 2019, respectively. Total assets were $985.9 million at September 30, 2019, an increase of $114.4 million, or 13.1%, from December 31, 2018 as net loans increased $88.6 million, funded by an increase in FHLB borrowings and deposits.

Thomas J. Fontaine, President and Chief Executive Officer, said, "I am pleased with our third quarter performance. We continue to grow our loan portfolio with high quality, profitable loans. Commercial loan growth in particular, has generated unprecedented fee income this quarter. On the other hand, yield curve inversion continues to put downward pressure on the net interest margin."

Third Quarter Earnings
Net income totaled $2.0 million for the three months ended September 30, 2019, an increase of $479 thousand or 30.8% as compared to $1.6 million for the three months ended September 30, 2018. For the three months ended September 30, 2019, net interest income plus non-interest income increased $1.0 million and a decrease in the provision for loan losses of $60 thousand was partially offset by an increase in non-interest expenses of $418 thousand and an increase in taxes of $194 thousand.

Net Interest Income. Net interest income increased $630 thousand, or 10.0%, to $6.9 million for the three months ended September 30, 2019, as compared to the three months ended September 30, 2018. This increase was driven primarily by the growth of our loan portfolio and increased yields, partially offset by growth in deposits and higher interest rates on deposits. The yield on earning assets for the three months ended September 30, 2019 was 4.38%, an increase of 23 basis points from the comparable three months in 2018. Deposit and borrowing average rates were 1.89% for the third quarter 2019, an increase of 46 basis points from the third quarter 2018. The net interest margin decreased to 2.87% for the 2019 third quarter, compared to 3.02% for the 2018 third quarter, reflecting the increase in deposit and borrowing costs between the two periods partially offset by the increase in earning asset yields.

Loan Loss Provision. Provision expense was $70 thousand for the three months ended September 30, 2019, a decrease of $60 thousand from the comparable three months in 2018. The provision reflects management's estimate of loan losses based upon historical loan portfolio performance, loan mix, as well as other qualitative factors.

Non-Interest Income. Non-interest income totaled $962 thousand for the three months ended September 30, 2019, an increase of $401 thousand, or 71.5%, compared to the prior year period. Wealth management fees totaled $402 thousand, compared to $407 thousand for the three months ended September 30, 2018. Total assets under management at Wellesley Investment Partners, including the Bank's investment portfolio, were $406.6 million at September 30, 2019, as compared to $435.7 million at September 30, 2018. The reduction in AUM is due to a recent sale of $28.4 million of the Bank's investment portfolio. Income from mortgage banking activities increased $67 thousand, primarily due to higher volume of sales of residential mortgage loans as compared to the prior year. All other non-interest income increased $339 thousand primarily due to an increase in fees on customer interest rate swaps.

Non-Interest Expenses. Total non-interest expenses were $5.0 million in the three months ended September 30, 2019, an increase of $418 thousand, or 9.1%, compared to the prior year period. Salaries and benefits increased $392 thousand to $3.1 million for the three months ended September 30, 2019 as compared to the same period ended September 30, 2018. The increase is due to annual merit increases and promotions along with the addition of new staff. Occupancy and equipment increased $60 thousand due to the relocation of business operations to our new home office location and increases in rent expense. Data processing costs increased $60 thousand associated with increased business volumes. Professional fees increased $32 thousand due mainly to higher legal expenses. FDIC insurance costs decreased $139 thousand primarily due to a one-time small bank assessment credit.

Income Tax Provision. Income tax provision increased by $194 thousand for the three months ended September 30, 2019 as compared to 2018. Our effective tax rate for the three months ended September 30, 2019 was 27.2% compared to 26.6% in 2018, primarily related to the sale of a portion of the municipal securities portfolio.

Year to Date Earnings
Net income totaled $4.8 million for the nine months ended September 30, 2019, an increase of $429 thousand or 9.7% as compared to $4.4 million for the nine months ended September 30, 2018. For the nine months ended September 30, 2019, compared to 2018, net interest income plus non-interest income increased $2.4 million, offset by an increase in non-interest expenses of $1.7 million, an increase in the provision for loan losses of $90 thousand, and an increase in the tax provision of $172 thousand.

Net Interest Income. Net interest income increased $1.7 million, or 9.1%, to $20.1 million for the nine months ended September 30, 2019, as compared to the nine months ended September 30, 2018. This increase was driven primarily by the growth of our loan portfolio and increased yields, partially offset by growth in deposits and higher interest rates on deposits. The yield on earning assets for the nine months ended September 30, 2019 was 4.42%, an increase of 33 basis points from the comparable nine months in 2018. Deposit and borrowing average rates were 1.84% for the nine months ended in 2019, an increase of 55 basis points from the nine months ended 2018. The net interest margin decreased to 2.95% for the 2019 nine month period, compared to 3.06% for the comparable 2018 period, reflecting the increase in deposit and borrowing costs between the two periods partially offset by the increase in earning asset yields.

Loan Loss Provision. Provision expense was $480 thousand for the nine months ended September 30, 2019, an increase of $90 thousand from the comparable nine months in 2018. Reasons for the higher provision include loan growth and a change in loan mix from 2018.

Non-Interest Income. Non-interest income totaled $2.5 million for the nine months ended September 30, 2019, an increase of $741 thousand, or 41.5%, compared to the prior year period. Income from mortgage banking activities increased $109 thousand, primarily due to higher volume of sales of residential mortgage loans as compared to the prior year. Wealth management fees increased $20 thousand, or 1.7%, compared to the nine months ended September 30, 2018. All other non-interest income increased $612 thousand primarily due to an increase in fees on customer interest rate swaps

Non-Interest Expenses. Total non-interest expenses were $15.5 million in the nine months ended September 30, 2019, an increase of $1.7 million, or 12.5%, compared to the prior year period. Salaries and benefits increased $1.1 million to $9.2 million for the nine months ended September 30, 2019 as compared to same period ended September 30, 2018. The increase is due to annual merit increases and promotions along with the addition of new staff. Occupancy and equipment increased $265 thousand due to the relocation of business operations to our new home office location and increases in rent expense. Professional fees increased $65 thousand due mainly to higher legal expenses. Data processing costs increased $196 thousand and other general administrative costs and advertising costs increased $205 thousand associated with increased business volumes. FDIC insurance costs decreased $150 thousand primarily due to a one-time assessment small bank credit.

Income Tax Provision. Income tax provision increased by $172 thousand for the nine months ended September 30, 2019 as compared to 2018. Our effective tax rate for the nine months ended September 30, 2019 was 27.1% compared to 26.9% in 2018, primarily related to the sale of a portion of the municipal securities portfolio.

Balance Sheet Growth
Total assets were $985.9 million at September 30, 2019, representing an increase of $114.4 million, or 13.1%, compared to $871.4 million at December 31, 2018. The increase was primarily related to net growth in the loan portfolio of $88.6 million, and the addition of an operating lease right-of-use asset of $6.9 million and an increase in cash and short-term investments of $38.7 million, partially offset by a reduction in investments of $33.0 million. Securities were sold in order to increase liquidity to pay down borrowings coming due in the fourth quarter. Total liabilities increased $107.8 million due to FHLB borrowings increasing $55.0 million, deposits increasing $40.8 million, and the addition of an operating lease liability of $6.9 million.

Loans. Gross loans totaled $833.0 million at September 30, 2019, an increase of $89.3 million, or 12.0%, as compared to December 31, 2018. Construction loans increased $44.0 million to $150.7 million at September 30, 2019, compared to $106.7 million at December 31, 2018. Commercial real estate loans increased $18.2 million to $166.2 million. Commercial and industrial loans increased $21.0 million to $87.9 million. Residential mortgage loans increased $8.6 million to $391.1 million at September 30, 2019.

Deposits. Deposits increased $40.8 million to $758.7 million at September 30, 2019 compared to $717.9 million at December 31, 2018. Money market accounts increased $76.9 million, or 37.7%, due to our success in attracting new deposit relationships. Demand deposits and NOW accounts increased $21.5 million, or 14.0%, to $175.3 million as growth was realized in both retail and commercial accounts. Certificates of deposit decreased $48.1 million, of which $32.5 million were brokered accounts, to $230.1 million. Savings accounts decreased $9.4 million to $72.8 million.

Borrowings. Long-term debt and short-term borrowings, consisting entirely of advances from the FHLB, increased $55.0 million to $128.5 million, compared to $73.5 million at December 31, 2018 in order to supplement our supply of funds for loan growth.

Stockholders' Equity. Stockholders' equity increased $6.7 million to $71.8 million, primarily due to earnings and an increase in the fair values of available-for-sale securities at September 30, 2019 compared to December 31, 2018, partially offset by dividends paid. At September 30, 2019, the Company's ratio of stockholders' equity-to-total assets was 7.28%, compared to 7.47% at December 31, 2018.

About Wellesley Bancorp
Wellesley Bank and its wholly-owned wealth management company, Wellesley Investment Partners, LLC, are subsidiaries of Wellesley Bancorp, Inc.

Wellesley Bank provides personal, customized, premier banking services to successful people, families, businesses and Non-profit organizations. The bank has six full-service banking offices in Wellesley, Newton, Needham, and Boston. Wellesley Investment Partners, a subsidiary of Wellesley Bank, provides wealth management services to individuals and families, private foundations and endowments. Wellesley Bank has been serving the Greater Boston Area for over 108 years.

Forward Looking Statements
This press release contains certain forward-looking statements about the Company and the Bank. Forward-looking statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as "believe," "expect," "anticipate," "estimate," and "intend" or future or conditional verbs such as "will," "would," "should," "could," or "may." Forward-looking statements, by their nature, are subject to risks and uncertainties. Certain factors that could cause actual results to differ materially from expected results include increased competitive pressures, changes in the interest rate environment, general economic conditions or conditions within the securities markets, and legislative and regulatory changes that could adversely affect the business in which the Company and the Bank are engaged.

The Company's summary income statements and other data follow:

Wellesley Bancorp, Inc. and Subsidiary

Consolidated Statements of Net Income

(Dollars in thousands, except per share data)

(Unaudited)




Three Months Ended

September 30,


Nine Months Ended

September 30,


2019


2018


2019


2018

Interest and dividend income:








    Interest and fees on loans and loans held for sale

$        9,769


$        7,941


$     27,940


$     22,702

    Other interest and dividend income

756


675


2,104


1,916

               Total interest and dividend income

10,525


8,616


30,044


24,618

Interest expense

3,622


2,343


9,993


6,238









Net interest income

6,903


6,273


20,051


18,380

Provision for loan losses

70


130


480


390









Net interest income, after provision for loan losses

6,833


6,143


19,571


17,990









Total non-interest income

962


561


2,526


1,785









Non-interest expenses:








     Salaries and employee benefits

3,052


2,660


9,214


8,074

     Occupancy and equipment

842


782


2,466


2,201

     Data processing

325


265


930


734

     FDIC insurance

11


150


336


486

     Professional fees

191


159


637


572

     Other general and administrative

579


566


1,871


1,666

               Total non-interest expenses

5,000


4,582


15,454


13,733









Income before income taxes

2,795


2,122


6,643


6,042

Provision for income taxes

759


565


1,800


1,628









                          Net income

$       2,036


$       1,557


$      4,843


$     4,414









Other Data:








Return on average assets (1)

0.82%


0.74%


0.69%


0.72%

Return on average equity (1)

11.30%


9.83%


9.39%


9.62%

Net interest margin (1)

2.87%


3.02%


2.95%


3.06%

Earnings per common share:








  Basic

$0.82


$0.65


$1.97


$1.84

  Diluted

$0.80


$0.62


$1.91


$1.77

Weighted average shares outstanding:








  Basic

2,472,267


2,408,091


2,454,103


2,398,671

  Diluted

2,554,454


2,511,241


2,545,786


2,499,093

Stockholders' equity to total assets at end of period

7.28%


7.53%


7.28%


7.53%

Book value per common share at end of period

$27.94


$24.96


$27.94


$24.96

Effective tax rate

27.16%


26.63%


27.10%


26.94%

Nonperforming loans to total loans at end of period

0.14%


0.17%


0.14%


0.17%









(1) Three and nine month period annualized


The Company's summary balance sheets follow:

Wellesley Bancorp, Inc. and Subsidiary

Consolidated Balance Sheets

(Dollars in thousands)

(Unaudited)




September 30,

2019


December 31,

2018

Assets




Cash and cash equivalents

$      81,453


$      42,750

Securities available for sale, at fair value

33,793


66,770

Federal Home Loan Bank of Boston stock, at cost

6,162


4,747

Loans held for sale

6,351


--





Loans

832,803


743,770

Less allowance for loan losses

(7,218)


(6,738)

    Loans, net

825,585


737,032





Bank-owned life insurance

7,946


7,769

Operating lease, right-of-use asset

6,852


--

Premises and equipment, net

3,785


3,924

Other assets

13,940


8,428





Total assets

$    985,867


$    871,420





Liabilities and Stockholders' Equity




Deposits:




     Non-interest-bearing

$   133,187


$   116,926

     Interest-bearing

625,558


601,005

        Total Deposits

758,745


717,931





Short-term borrowings

51,000


15,000

Long-term debt

77,533


58,528

Subordinated debt

9,854


9,832

Lease liability

6,907


--

Accrued expenses and other liabilities

10,043


4,999

          Total liabilities

914,082


806,290





Stockholders' equity

71,785


65,130





Total liabilities and stockholders' equity

$   985,867


$   871,420



CONTACT: Wellesley Bancorp, Inc., Thomas J. Fontaine, President and Chief Executive Officer, 781-235-2550