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 21, 2020
UNITED BANCSHARES, INC.
(Exact name of Registrant as specified in its Charter)
Ohio |
000-29283 |
34-1516518 |
(State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification Number) |
105 Progressive Drive, Columbus Grove, Ohio |
45830-1241 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: |
(419) 659-2141 |
N/A
(Former name or former address, if changed since last report)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of Each Exchange |
Common Stock, No Par Value |
UBOH |
NASDAQ Global Market |
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 (see General Instruction A.2. below):
☐ |
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.
On October 21, 2020, United Bancshares, Inc. separately issued a quarterly report to shareholders, clients and team members and an earnings press release announcing its results of operations and financial condition for and as of, respectively, the quarter and nine month periods ended September 30, 2020.
A copy of the earnings release (Exhibit 99.1) and quarterly report (Exhibit 99.2) are furnished herewith.
The information furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as otherwise stated in such filing.
Item 7.01 Regulation FD Disclosure.
On October 21, 2020, United Bancshares, Inc. separately issued a quarterly report to shareholders, clients and team members and a press release announcing its financial results for the quarter and nine month periods ended September 30, 2020, unaudited, and the approval by its Board of Directors of a cash dividend of $0.16 per common share payable December 15, 2020 to shareholders of record at the close of business on November 30, 2020.
A copy of the release (Exhibit 99.1) and quarterly report (Exhibit 99.2) are furnished herewith.
The information furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act or the Exchange Act, except as otherwise stated in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description |
|
|
99.1 |
|
99.2 |
SIGNATURES
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.
|
United Bancshares, Inc. |
|
|
|
|
|
|
|
|
|
|
Date: October 21, 2020 |
By: |
/s/ Brian D. Young |
|
|
|
Brian D. Young |
|
|
|
President and Chief Executive Officer |
|
Exhibit 99.1
On October 21, 2020, United Bancshares, Inc. issued the following release:
United Bancshares, Inc. (Nasdaq: UBOH – news), a financial holding company headquartered in Columbus Grove, Ohio with consolidated assets of $993.4 million today announced operating results for the quarter and nine month period ended September 30, 2020, unaudited.
For the quarter ended September 30, 2020, the Corporation reported net income of $5,250,000, or $1.61 basic earnings per share. This compares to the third quarter of 2019 net income of $2,418,000, or $0.74 basic earnings per share. The increase in operating results for the third quarter of 2020 as compared to the same period in 2019 was primarily attributable to an increase in net interest income of $1,125,000, and an increase in non-interest income of $7,311,000, offset by an increase in the provision for loan losses of $2,850,000, an increase in non-interest expenses of $2,014,000, and an increase in the provision for income taxes of $742,000. The increase in net interest income resulted from Paycheck Protection Program (PPP) loans, including fees of $465,000, as well as a decrease in deposit interest rates. The increase in the provision for loan losses was due to an increase in qualitative factors applied to the outstanding loan balances in response to uncertainties related to COVID-19.
Net income for the nine months ended September 30, 2020 totaled $12,006,000, or $3.67 basic earnings per share, compared to $6,517,000, or $1.99 basic earnings per share for the same period in 2019, an increase of $5,489,000 (84.2%). The increase in operating results for the nine month period ended September 30, 2020 as compared to the nine month period ended September 30, 2019 was primarily attributable to increases in net interest income of $2,657,000, and non-interest income of $12,625,000, offset by an increase in the provision for loan losses of $4,050,000, an increase in non-interest expenses of $4,315,000, and an increase in the provision for income taxes of $1,428,000. Similar to the third quarter results, the increase in net interest income for the nine month period resulted from PPP loans, including fees of $851,000 and lower deposit interest rates. The increase in the provision for loan losses was attributable to an increase in qualitative factors in response to the COVID-19 uncertainties.
For the quarter ended September 30, 2020, non-interest income was $11,144,000, compared to $3,833,000 for the third quarter of 2019, a $7,311,000 increase, which was attributable to increases in gain on sales of loans of $5,699,000, and other non-interest income of $1,613,000 (154.4%), offset by a $1,000 decrease in gain on sales of securities. For the nine months ended September 30, 2020, non-interest income was $22,099,000 compared to $9,474,000 for the same period in 2019, an increase of $12,625,000 (133.3%), which was attributable to increases in gain on sales of loans of $10,623,000, gain on sales of securities of $286,000, and other non-interest income of $1,716,000. The significant increase in gain on sale of loans was attributable to an increase in loan activity by the residential mortgage and governmental lending operations, along with an increase in the average gain on sale per loan. During the nine month period ended September 30, 2020, there were 1,360 loans sold totaling $355 million, compared to 700 loans sold totaling $168 million during the same period of 2019. The average loan sale gain for the first nine months of 2020 increased 36.8% to approximately $12,500, as compared to the same period of 2019. The increase in other non-interest income was related to fluctuations in the Corporation’s loan hedging program.
For the quarter ended September 30, 2020, non-interest expenses were $10,084,000, compared to $8,070,000 for the third quarter of 2019, a $2,014,000 (25.0%) increase. The significant quarter-over-quarter increases included salaries and benefits expense of $1,079,000 (21.2%), loan fees of $192,000, data processing expenses of $105,000, and FDIC assessment of $141,000.
For the nine month period ended September 30, 2020, non-interest expenses were $27,099,000 compared to $22,784,000 for the same period of 2019, a $4,315,000 (18.9%) increase, which was attributable to increases in salaries and benefits expense of $2,574,000, loan fees of $504,000, data processing expenses of $248,000, and an increase in consultant fees of $218,000.
Total assets amounted to $993.4 million at September 30, 2020, compared to $880.0 million at December 31, 2019, increasing $113.4 million (12.9%). The increase in total assets was primarily the result of increases of $90.7 million (15.9%) in net loans, $3.4 million in cash and cash equivalents, and $16.8 million in loans held for sale, offset by a decrease of $639,000 in securities available-for-sale. Deposits during this same period increased $113.9 million (16.1%), and Federal Home Loan Bank borrowings decreased $15.0 million. The increase in loans included the impact of the Corporation originating $125.7 million of PPP loans during the second and third quarters of 2020. These loans have also had a positive impact on deposit balances. The increase in loans held for sale is a result of the significant increase in mortgage banking activity experienced throughout the second and third quarters of 2020.
Shareholders’ equity increased from $94.8 million at December 31, 2019 to $109.4 million at September 30, 2020. This increase was primarily the result of net income during the nine month period ended September 30, 2020 of $12,006,000 and an increase in unrealized securities gains, net of tax of $3,559,000, offset by dividends paid of $1,145,000. The increase in unrealized securities gains during the nine month period ended September 30, 2020 was attributable to the Federal Reserve decreasing the Federal Funds Target Rate by 150 basis points (1.50%) during March 2020, in response to the COVID-19 pandemic. Net unrealized gains and losses on securities are reported as accumulated other comprehensive income in the consolidated balance sheets.
United Bancshares, Inc. is the holding company of The Union Bank Company which serves Allen, Delaware, Franklin, Hancock, Marion, Putnam, Sandusky, Van Wert and Wood Counties in Ohio, with office locations in Bowling Green, Columbus Grove, Delaware, Delphos, Findlay, Gahanna, Gibsonburg, Kalida, Leipsic, Lima, Marion, Ottawa, Pemberville, Plymouth and Westerville Ohio.
This release may contain certain forward-looking statements that are provided to assist in the understanding of anticipated future financial performance. However, such performance involves risk and uncertainties that may cause actual results to differ materially. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to, the strength of the local economies in which operations are conducted, the effects of and changes in policies and laws of regulatory agencies, inflation, and interest rates. For further discussion of certain factors that may cause such forward-looking statements to differ materially from actual results, refer to the 2019 Form 10-K.
Exhibit 99.2
United Bancshares, Inc.
Quarterly Report
September 30, 2020
Shareholders, Clients and Team Members:
Despite the current unparalleled operating environment, I am pleased to report that your Company recorded pre-tax income of $14.7 million for the first nine months of 2020 compared to $7.7 million for the same period of 2019, an 89.4% increase. In addition, the Company’s Board of Directors approved a $0.16 per common share dividend which is a 14% increase from the second quarter and amounts to approximately 10% of net income for the third quarter.
Increased year to date revenues as compared to the same period in 2019 were primarily the result of the Company’s ability to increase net interest income and gain on loan sales by $2.7 million and $10.6 million, respectively. These increases were made possible by the commitment of the bank’s team members to succeed through service to others. Although your Company has not experienced increases in delinquencies or losses through September 30, 2020, management has allocated an additional $4,450,000 provision to the allowance for loan losses during the first nine months of 2020 in response to the increased uncertainties in our loan portfolio related to this environment.
We are also pleased to announce that your Company has received regulatory approval for expansion into Paulding County. We have established a temporary retail branch location at 103 East Perry Street in Paulding and expect to have a permanent location on the courthouse square in 2021. We could not be more enthusiastic about the recent addition of talented, experienced team members from that market, and the new deposit and loan opportunities in this contiguous county to our home office.
Despite these unprecedented times, the continued accomplishments of your Company is the undeniable result of the ongoing efforts of the Company’s dedicated team members and Board of Directors in implementing our Strategic Plan. Their efforts and our strong corporate values of respect for and accountability to our shareholders, clients, colleagues, and communities are the foundation for the continued success of your Company. Thank you for your ongoing support and the trust you have placed in us.
Respectfully,
Brian D. Young
President and CEO
United Bancshares, Inc.
and Subsidiaries
Financial Information (unaudited) |
Nine months ended September 30, 2020 |
Nine months ended September 30, 2019 |
||||||
(dollars in thousands, except per share data) |
||||||||
Condensed Statement of Income |
||||||||
Interest income |
$ | 29,410 | $ | 28,051 | ||||
Interest expense |
5,302 | 6,600 | ||||||
Net interest income |
24,108 | 21,451 | ||||||
Provision for loan losses |
4,450 | 400 | ||||||
Net interest income after provision for loan losses |
19,658 | 21,051 | ||||||
Non-interest income |
22,099 | 9,474 | ||||||
Non-interest expenses |
27,099 | 22,784 | ||||||
Income before income taxes |
14,658 | 7,741 | ||||||
Provision for income taxes |
2,652 | 1,224 | ||||||
Net income |
$ | 12,006 | $ | 6,517 | ||||
Average common shares outstanding (basic) |
3,270,705 | 3,271,028 | ||||||
PER COMMON SHARE |
||||||||
Net income |
$ | 3.67 | $ | 1.99 | ||||
Book value |
$ | 33.44 | $ | 27.87 | ||||
Tangible book value (non-GAAP)* |
$ | 24.49 | $ | 18.87 | ||||
Closing price |
$ | 21.50 | $ | 20.02 | ||||
FINANCIAL RATIOS |
||||||||
Return on average assets |
1.66 |
% |
1.02 |
% |
||||
Return on average tangible equity (non-GAAP)* |
22.16 |
% |
15.50 |
% |
||||
Net interest margin, tax equivalent (non-GAAP)* |
3.72 |
% |
3.77 |
% |
||||
Efficiency ratio (non-GAAP)* |
58.10 |
% |
72.84 |
% |
||||
Loans (including held for sale) to deposits |
85.70 |
% |
83.67 |
% |
PERIOD END BALANCES
As of September 30, 2020 |
As of September 30, 2019 |
|||||||
Assets |
$ | 993,381 | $ | 875,830 | ||||
Loans, gross |
$ | 671,479 | $ | 573,210 | ||||
Deposits |
$ | 820,998 | $ | 706,324 | ||||
Shareholders' equity |
$ | 109,409 | $ | 91,185 | ||||
Common shares outstanding |
3,271,651 | 3,272,315 |
* Some of the financial measures included in this press release are not measures of financial performance recognized by U.S. Generally Accepted Accounting Principles, or GAAP. These non-GAAP financial measures include tangible book value, return on average tangible equity, net interest margin (tax-equivalent), and the efficiency ratio. Management uses these non-GAAP financial measures in its analysis of its performance, and believes financial analysts and investors frequently use these measures, and other similar measures, to evaluate capital adequacy. Reconciliations of non-GAAP disclosures used in this press release to the comparable GAAP measures are provided in the accompanying table. Management, as well as regulators, financial analysts and other investors may use these measures in conjunction with more traditional bank capital ratios to compare the capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, which typically stem from the use of the purchase accounting method of accounting for mergers and acquisitions.
These non-GAAP financial measures should not be considered in isolation or as a substitute for total shareholders’ equity, total assets, book value per share, return on average assets, return on average equity, or any other measure calculated in accordance with GAAP. Moreover, the manner in which we calculate these non-GAAP financial measures may differ from that of other companies reporting measures with similar names.
United Bancshares, Inc.
and Subsidiaries
Non-GAAP to GAAP Reconciliations and Calculation of Non-GAAP Financial Measures (unaudited)
(dollars and shares in thousands, except per share data)
Shareholders' Equity to Tangible Equity |
September 30, 2020 |
September 30, 2019 |
||||||
Shareholders' equity |
$ | 109,409 | $ | 91,185 | ||||
Less goodwill and other intangibles |
29,296 | 29,450 | ||||||
Tangible common equity |
$ | 80,113 | $ | 61,735 | ||||
Average Shareholders' equity |
$ | 101,598 | $ | 85,566 | ||||
Less average goodwill and other intangibles |
29,347 | 29,504 | ||||||
Average tangible common equity |
$ | 72,251 | $ | 56,062 | ||||
Tangible Book Value Per Common Share |
||||||||
Tangible common equity (a) |
$ | 80,113 | $ | 61,735 | ||||
Total common shares issued and outstanding (b) |
3,271,651 | 3,272,315 | ||||||
Tangible book value per common share (a)/(b) |
$ | 24.49 | $ | 18.87 | ||||
Return on Average Tangible Equity |
||||||||
Net income, annualized (c) |
$ | 16,008 | $ | 8,689 | ||||
Average tangible common equity (d) |
$ | 72,251 | $ | 56,062 | ||||
Return on average tangible common equity (c/d) |
22.16 | % | 15.50 | % | ||||
Net Interest Margin, Tax-Equivalent |
||||||||
Net interest income, annualized |
$ | 32,144 | $ | 28,601 | ||||
Tax-equivalent adjustment |
579 | 473 | ||||||
Tax-equivalent net interest income, annualized (e) |
$ | 32,723 | $ | 29,074 | ||||
Average earning assets (f) |
$ | 880,496 | $ | 770,819 | ||||
Net interest margin, tax-equivalent (e)/(f) |
3.72 | % | 3.77 | % | ||||
Efficiency Ratio, Tax-Equivalent |
||||||||
Non-interest expense (g) |
$ | 27,099 | $ | 22,784 | ||||
Tax-equivalent net interest income |
24,542 | 21,806 | ||||||
Non-interest income |
22,099 | 9,474 | ||||||
Total revenue (h) |
$ | 46,641 | $ | 31,280 | ||||
Efficiency ratio (g)/(h) |
58.10 | % | 72.84 | % |
UNITED BANCSHARES, INC.
DIRECTORS Robert L. Benroth Herbert H. Huffman H. Edward Rigel David P. Roach |
Daniel W. Schutt – Chairman R. Steven Unverferth Brian D. Young |
OFFICERS
Brian D. Young - President/CEO
Heather M. Oatman - Secretary
Stacy A. Cox – Chief Financial Officer
THE UNION BANK COMPANY
DIRECTORS
Robert L. Benroth Anthony M.V. Eramo Herbert H. Huffman Kevin L. Lammon William R. Perry |
H. Edward Rigel David P. Roach Carol R. Russell Daniel W. Schutt R. Steven Unverferth |
Brian D. Young - Chairman/President/CEO |
INVESTOR MATERIALS:
United Bancshares, Inc. has traded its common stock on the NASDAQ Markets Exchange under the symbol “UBOH” since March 2001. Annual and quarterly shareholder reports, regulatory filings, press releases, and articles about United Bancshares, Inc. are available in the Shareholder Information section of our website www.theubank.com or by calling 1-800-837-8111.
Locations
1300 N. Main St.
Bowling Green, OH 43402
419-353-6088
100 S. High St.
Columbus Grove, OH 45830
419-659-2141
101 Progressive Dr.
Columbus Grove, OH 45830
419-659-4250
30 Coal Bend
Delaware, OH 43015
740-549-3400
114 E. 3rd St.
Delphos, OH 45833
419-692-2010
1500 Bright Rd.
Findlay, OH 45840
419-424-1400
461 Beecher Road
Gahanna, OH 43230
614-269-4400
230 W. Madison St.
Gibsonburg, OH 43431
419-637-2124
110 E. North St.
Kalida, OH 45853
419-532-3366
318 S. Belmore St.
Leipsic, OH 45856
419-943-2171
1410 Bellefontaine Ave.
Lima, OH 45804
419-229-6500
3211 Elida Rd.
Lima, OH 45805
419-331-3211
701 Shawnee Rd.
Lima, OH 45805
419-228-2114
111 S. Main St.
Marion, OH 43302
740-387-2265
220 Richland Rd.
Marion, OH 43302
740-386-2171
245 W. Main St.
Ottawa, OH 45875
419-523-2265
132 E. Front St.
Pemberville, OH 43450
419-287-3211
2660 US Hwy 224, Ste. 3
Plymouth, OH 44865
419-659-2141
468 Polaris Parkway
Westerville, OH 43082
614-269-4402