8-K

Affinity Bancshares, Inc. (AFBI)

8-K 2023-02-10 For: 2023-02-10
View Original
Added on April 06, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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): February 10, 2023

Affinity Bancshares, Inc.

(Exact name of Registrant as Specified in Its Charter)

Maryland 001-39914 82-1147778
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
3175 Highway 278
Covington, Georgia 30014
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 770 786-7088
---
Not Applicable
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(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<br>Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value per share AFBI 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 (§ 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 February 10, 2023, Affinity Bancshares, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2022. The press release is attached to this Current Report as Exhibit 99.1. This Current Report and the press release are being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for any purpose.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Exhibit

99.1

Press Release dated February 10, 2023

99.2

             [Supplemental Financial Information dated February 10, 2023](afbi-ex99_2.htm)

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

AFFINITY BANCSHARES, INC.
Date: February 10, 2023 By: /s/ Brandi Pajot
Brandi Pajot<br>Senior Vice President and Chief Financial Officer

EX-99.1

Affinity Bancshares, Inc.

Announces Fourth Quarter and Full Year 2022

Financial Results

Affinity Bancshares, Inc. (NASDAQ:“AFBI”) (the “Company”), the holding company for Affinity Bank (the “Bank”), today announced net income of $1.7 million for the three months ended December 31, 2022, as compared to $1.3 million for the three months ended December 31, 2021. For the year ended December 31, 2022, net income was $7.1 million, as compared to $7.6 million for the year ended December 31, 2021.

At or for the three months ended,
Performance Ratios: December 31, 2022 September 30, 2022 June 30, 2022 March 31, 2022 December 31, 2021
Net income (in thousands) $ 1,699 $ 1,861 $ 1,783 $ 1,791 $ 1,318
Diluted earnings per share 0.26 0.27 0.27 0.26 0.20
Common book value per share 17.73 17.37 17.51 17.58 17.60
Tangible book value per share (1) 14.92 14.57 14.68 14.75 14.87
Total assets (in thousands) 791,283 776,390 766,679 760,208 788,088
Return on average assets 0.84 % 0.95 % 0.95 % 0.97 % 0.66 %
Return on average equity 5.78 % 6.30 % 6.13 % 5.97 % 4.36 %
Equity to assets 14.80 % 14.84 % 15.05 % 15.31 % 15.35 %
Tangible equity to tangible assets (1) 12.75 % 12.75 % 12.93 % 13.17 % 13.29 %
Net interest margin 3.85 % 4.12 % 4.06 % 4.47 % 3.60 %
Efficiency ratio 71.38 % 67.62 % 67.23 % 69.00 % 74.29 %
(1) Non-GAAP measure - see “Explanation of Certain Unaudited Non-GAAP Financial Measures” for more information and reconciliation to GAAP.

Net Income

• Net income was $1.7 million for the three months ended December 31, 2022, as compared to $1.3 million for the three months ended December 31, 2021, as a result of an increase in interest income partially offset by an increase in deposit interest expense.

• Net income was $7.1 million for the year ended December 31, 2022, as compared to $7.6 million for the year ended December 31, 2021, as a result of lower interest and fee income on PPP loans and an increase in salaries and employee benefits, partially offset by a decrease in interest expense primarily related to the recognition of remaining purchase accounting fair value discounts upon the payoff of acquired Federal Home Loan Bank advances.

Results of Operations

• Net interest income was $7.3 million for the three months ended December 31, 2022 compared to $6.7 million for the three months ended December 31, 2021 due to an increase in loan interest, partially offset by a decrease in PPP loan-related interest and fee income. Net interest income was $29.8 million for the year ended December 31, 2022 compared to $29.3 million for the year ended December 31, 2021. The increase was a result of the recognition of remaining purchase accounting fair value discounts upon the payoff of acquired Federal Home Loan Bank advances, off set by the lower fee income on PPP loans.

• The Company’s net interest margin increased to 3.85% from 3.57% for the three months ended December 31, 2022 and 2021. Net interest margin for the year ended December 31, 2022 increased slightly to 4.14% from 4.04% for the year ended December 31, 2021. The Company anticipates it will experience margin compression in 2023 as a result of recent increases in market interest rates.

• Noninterest income was $566 thousand for the three months ended December 31, 2022 and $572 thousand for the three months ended December 31, 2021. For the year ended December 31, 2022, noninterest income was $2.4 million compared to $2.7 million for the year ended December 31, 2021. The decreases were a result of the Company recognizing gains on sale of other real estate and death benefits received from bank owned life insurance in previous periods.

• Non-interest expense was $5.6 million and $5.4 million for the three months ended December 31, 2022 and 2021, respectively. Non-interest expense was $22.1 million and $21.0 million for the year ended December 31, 2022 and 2021, respectively. The increases were due in part to the increases in salaries and employee benefits as a result of the Company’s strategic initiative to attract and retain talent.

• In fourth quarter, the Company implemented an arbitrage strategy where $31.5 million in securities with 6.05% average yield was purchased using funds of $34.9 million in brokered deposits with average yield of 4.50%. The brokered deposits have optional call dates ranging from six to twelve months.

Financial Condition

• Total assets increased $3.2 million to $791.3 million at December 31, 2022 from $788.1 million at December 31, 2021.

• Total net loans increased $61.1 million to $636.9 million at December 31, 2022 from $575.8 million at December 31, 2021. The increase was due to non-PPP loans increasing $79 million, offset by a continuing decline in PPP loans as such loans continued to be repaid.

• Deposits increased by $44.4 million to $657.2 million at December 31, 2022 compared to $612.8 million at December 31, 2021,in part due to increases in CDs of $29.2 million and in savings of $14.9 million.

• Borrowings decreased by $39.0 million to $10.0 million at December 31, 2022 compared to $49.0 million at December 31, 2021 as we repaid Federal Home Loan Bank borrowings.

Asset Quality

• Non-performing loans decreased to $6.7 million at December 31, 2022 from $7.0 million December 31, 2021.

• The allowance for loan losses as a percentage of non-performing loans was 138.8% at December 31, 2022, as compared to 122.7% at December 31, 2021.

• Allowance for loan losses remained consistent at 1.46% of total loans at December 31, 2022, and 2021.

• Net loan recoveries were $62,000 for the year ended December 31, 2022, as compared to $1.1 million for the year ended December 31, 2021.

About Affinity Bancshares, Inc.

The Company is a Maryland corporation based in Covington, Georgia. The Company’s banking subsidiary, Affinity Bank, opened in 1928 and currently operates a full-service office in Atlanta, Georgia, two full-service offices in Covington, Georgia, and a loan production office serving the Alpharetta and Cumming, Georgia markets.

Forward-Looking Statements

In addition to historical information, this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which describe the future plans, strategies and expectations of the Company. Forward-looking statements can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “contemplate,” “continue,” “target” and words of similar meaning. Forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond

our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Accordingly, you should not place undue reliance on such statements. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this report. Factors which could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to, changes in general economic conditions, interest rates and inflation; changes in asset quality; our ability to access cost-effective funding; fluctuations in real estate values; changes in laws or regulations; changes in technology; failures or breaches of our IT security systems; our ability to introduce new products and services and capitalize on growth opportunities; our ability to successfully integrate acquired operations or assets; changes in accounting policies and practices; our ability to retain key employees; the impact of the COVID-19 pandemic; and the effects of natural disasters and geopolitical events, including terrorism, conflict and acts of war. These risks and other uncertainties are further discussed in the reports that the Company files with the Securities and Exchange Commission.

Average Balance Sheets

The following tables set forth average balance sheets, average annualized yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects would be immaterial. All average balances are monthly average balances. Non-accrual loans were included in the computation of average balances. The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense.

For the Three Months Ended December 31,
2022 2021
Average<br>Outstanding<br>Balance Interest Average<br>Yield/Rate Average<br>Outstanding<br>Balance Interest Average<br>Yield/Rate
(Dollars in thousands)
Interest-earning assets:
Loans $ 650,922 $ 8,032 4.90 % $ 576,358 $ 7,060 4.86 %
Investment securities held-to-maturity 8,809 130 5.85 %
Investment securities available-for-sale 42,653 323 3.00 % 46,191 237 2.04 %
Interest-earning deposits and federal funds 53,238 485 3.61 % 115,390 46 0.16 %
Other investments 758 8 4.19 % 2,476 23 3.69 %
Total interest-earning assets 756,380 8,977 4.71 % 740,415 7,366 3.95 %
Non-interest-earning assets 50,538 56,127
Total assets $ 806,918 $ 796,542
Interest-bearing liabilities:
Interest-bearing checking accounts $ 95,200 $ 42 0.18 % $ 90,924 $ 47 0.21 %
Money market accounts $ 161,901 470 1.15 % 142,447 91 0.25 %
Savings accounts $ 103,772 499 1.91 % 90,992 93 0.41 %
Certificates of deposit $ 117,102 610 2.07 % 99,235 339 1.36 %
Total interest-bearing deposits $ 477,975 1,621 1.35 % 423,598 570 0.53 %
FHLB advances and other borrowings $ 2,717 20 2.92 % 49,007 132 1.07 %
Total interest-bearing liabilities $ 480,692 1,641 1.35 % 472,605 702 0.59 %
Non-interest-bearing liabilities 209,683 203,108
Total liabilities 690,375 675,713
Total stockholders' equity 116,543 120,829
Total liabilities and stockholders' equity $ 806,918 $ 796,542
Net interest rate spread 3.36 % 3.36 %
Net interest income $ 7,336 $ 6,664
Net interest-earning assets $ 275,688 $ 267,810
Net interest margin 3.85 % 3.57 %
For the Year Ended December 31,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021
Average<br>Outstanding<br>Balance Interest Average<br>Yield/Rate Average<br>Outstanding<br>Balance Interest Average<br>Yield/Rate
(Dollars in thousands)
Interest-earning assets:
Loans $ 624,908 $ 30,045 4.81 % $ 588,976 $ 31,484 5.35 %
Investment securities held-to-maturity 2,220 130 5.86 %
Investment securities available-for-sale 45,594 1,150 2.52 % 35,109 709 2.02 %
Interest-earning deposits and federal funds 45,674 771 1.69 % 98,554 180 0.18 %
Other investments 1,027 38 3.70 % 2,324 80 3.43 %
Total interest-earning assets 719,423 32,134 4.47 % 724,963 32,453 4.48 %
Non-interest-earning assets 51,397 63,373
Total assets $ 770,820 $ 788,336
Interest-bearing liabilities:
Interest-bearing checking accounts $ 96,892 $ 176 0.18 % $ 88,852 $ 185 0.21 %
Money market accounts 154,237 752 0.49 % 133,835 469 0.35 %
Savings accounts 89,015 856 0.96 % 93,113 403 0.43 %
Certificates of deposit 97,948 1,449 1.48 % 110,742 1,623 1.47 %
Total interest-bearing deposits 438,092 3,233 0.74 % 426,542 2,680 0.63 %
FHLB advances and other borrowings 9,887 (854 ) (8.64 )% 44,811 497 1.11 %
Total interest-bearing liabilities 447,979 2,379 0.53 % 471,353 3,177 0.67 %
Non-interest-bearing liabilities 204,842 200,756
Total liabilities 652,821 672,109
Total stockholders' equity 117,999 116,227
Total liabilities and stockholders' equity $ 770,820 $ 788,336
Net interest rate spread 3.94 % 3.81 %
Net interest income $ 29,755 $ 29,276
Net interest-earning assets $ 271,443 $ 253,610
Net interest margin 4.14 % 4.04 %

AFFINITY BANCSHARES, INC.

Consolidated Balance Sheets

(unaudited)

December 31, 2021
Assets
Cash and due from banks 2,928 $ 16,239
Interest-earning deposits in other depository institutions 23,396 95,537
Cash and cash equivalents 26,324 111,776
Investment securities held-to-maturity (estimated fair value of 26,251) 26,527
Investment securities available-for-sale 46,200 48,557
Other investments 1,082 2,476
Loans, net 636,909 575,825
Other real estate owned 2,901 3,538
Premises and equipment, net 4,257 3,783
Bank owned life insurance 15,724 15,377
Intangible assets 18,558 18,749
Other assets 12,801 8,007
Total assets 791,283 $ 788,088
Liabilities and Stockholders' Equity
Liabilities:
Non-interest-bearing checking 190,297 $ 193,940
Interest-bearing checking 91,167 89,384
Money market accounts 148,097 145,969
Savings accounts 101,622 86,745
Certificates of deposit 125,989 96,758
Total deposits 657,172 612,796
Federal Home Loan Bank advances and other borrowings 10,025 48,988
Accrued interest payable and other liabilities 6,983 5,336
Total liabilities 674,180 667,120
Stockholders' equity:
Common stock (par value 0.01 per share, 40,000,000 shares authorized;    6,605,384 issued and outstanding at December 31, 2022 and 6,872,634    issued and outstanding at December 31, 2021) 66 69
Preferred stock (1,000,000 shares authorized, no shares outstanding)
Additional paid in capital 63,130 68,038
Unearned ESOP shares (4,795 ) (5,004 )
Retained earnings 65,357 58,223
Accumulated other comprehensive loss (6,655 ) (358 )
Total stockholders' equity 117,103 120,968
Total liabilities and stockholders' equity 791,283 $ 788,088

All values are in US Dollars.

AFFINITY BANCSHARES, INC.

Consolidated Statements of Income

(unaudited)

Three Months Ended December 31, Year Ended December 31,
2022 2021 2022 2021
(In thousands except per share amounts)
Interest income:
Loans, including fees $ 8,032 $ 7,060 $ 30,045 $ 31,484
Investment securities 461 260 1,318 789
Interest-earning deposits 485 46 771 180
Total interest income 8,978 7,366 32,134 32,453
Interest expense:
Deposits 1,621 570 3,233 2,680
FHLB advances and other borrowings 20 132 (854 ) 497
Total interest expense 1,641 702 2,379 3,177
Net interest income before provision for loan losses 7,337 6,664 29,755 29,276
Provision for loan losses 50 100 704 1,075
Net interest income after provision for loan losses 7,287 6,564 29,051 28,201
Noninterest income:
Service charges on deposit accounts 406 380 1,611 1,506
Other 160 192 791 1,172
Total noninterest income 566 572 2,402 2,678
Noninterest expenses:
Salaries and employee benefits 3,002 2,866 12,221 10,663
Occupancy 725 606 2,523 2,935
Advertising 150 43 476 339
Data processing 471 457 1,947 1,975
Write-down of premises and equipment 311 1,199
FHLB prepayment penalties 647
Other 1,293 1,093 4,312 3,857
Total noninterest expenses 5,641 5,376 22,126 20,968
Income before income taxes 2,212 1,760 9,327 9,911
Income tax expense 513 442 2,193 2,338
Net income $ 1,699 $ 1,318 $ 7,134 $ 7,573
Weighted average common shares outstanding
Basic 6,628,847 6,872,634 6,669,389 6,911,576
Diluted 6,708,922 6,956,955 6,761,771 6,969,402
Basic earnings per share $ 0.26 $ 0.19 $ 1.07 $ 1.10
Diluted earnings per share $ 0.26 $ 0.18 $ 1.06 $ 1.09

Explanation of Certain Unaudited Non-GAAP Financial Measures

Reported amounts are presented in accordance with GAAP. Additionally, the Company believes this information is utilized by regulators and market analysts to evaluate a company’s financial condition and, therefore, such information is useful to investors. These disclosures should not be viewed as a substitute for financial results in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures which may be presented by other companies. Refer to the Non-GAAP Reconciliation table below for details on the earnings impact of these items.

At or For the Period Ending
Non-GAAP Reconciliation December 31, 2022 September 30, 2022 June 30, 2022 March 31, 2022 December 31, 2021
Tangible book value per common share reconciliation
Book Value per common share (GAAP) $ 17.73 $ 17.37 $ 17.51 $ 17.58 $ 17.60
Effect of goodwill and other intangibles (2.81 ) (2.80 ) (2.83 ) (2.83 ) (2.73 )
Tangible book value per common share $ 14.92 $ 14.57 $ 14.68 $ 14.75 $ 14.87
Tangible equity to tangible assets reconciliation
Equity to assets (GAAP) 14.80 % 14.84 % 15.05 % 15.31 % 15.35 %
Effect of goodwill and other intangibles (2.05 )% (2.09 )% (2.12 )% (2.14 )% (2.06 )%
Tangible equity to tangible assets (1) 12.75 % 12.75 % 12.93 % 13.17 % 13.29 %
(1) Tangible assets is total assets less intangible assets. Tangible equity is total equity less intangible assets.

Slide 1

Slide 2

AFBI Share Information Book and Tangible Value Per Share * See Non-GAAP Reconciliation

Slide 3

AFBI Selected Data Tangible Book Value Calculation Tangible Equity Shares Outstanding Tangible Book Value Ending Balance, December 31, 2021 $102,219 6,873 $14.87 Stock Activity including repurchase (4,911) Unearned stock comp change 209 AOCI Change (6,297) Effect of goodwill and other intangibles 191 Net earnings before stock compensation 7,913 Stock Compensation, net of taxes (779) Ending balance December 31, 2022 $98,545 6,605 $14.92 (in thousands, including shares)

Slide 4

AFBI Selected Data ($ in thousands) Net Income

Slide 5

AFBI Selected Data Implemented Arbitrage Strategy Amount Average Yield Corporate Securities $29.5 million 6.14% U.S. Treasury Securities $1.9 million 4.63% Total Securities Purchased $31.5 million 6.05% Brokered Deposits* $34.9 million 4.50% Net interest spread produced 1.55% *Brokered Deposits include call options ranging from six months to twelve months.

Slide 6

AFBI Selected Data Gross Loans ($ in thousands) ($ in thousands) *Excludes PPP Loans of $17.9 million, $27,000, and $5,000 as of 2021Q4, 2022Q3, 2022Q4, respectively *Excludes PPP Loans of $101.7 million $17.9 million, and $5,000 as of 12/31/2020, 12/31/2021 12/31/2022, respectively.

Slide 7

AFBI Selected Data Loan Composition As of December 31, 2022 Total Portfolio Real Estate Portfolio

Slide 8

AFBI Selected Data Deposit Composition As of December 31, 2022

Slide 9

AFBI Share Information NON GAAP RECONCILIATION At or For the Period Ending Non-GAAP Reconciliation December 31, 2022 September 30, 2022 June 30, 2022 March 31, 2022 December 31, 2021 Tangible book value per common share reconciliation Book Value per common share (GAAP) $17.73 $17.37 $17.51 $17.58 $17.60 Effect of goodwill and other intangibles (2.81) (2.80) (2.83)   (2.83) (2.73) Tangible book value per common share     $14.92   $14.57   $14.68   $14.75   $14.87 Tangible equity to tangible assets reconciliation Equity to assets (GAAP)     14.80%   14.84%   15.05%   15.31%   15.35% Effect of goodwill and other intangibles (2.05)% (2.09)% (2.12)% (2.14)%   (2.06)% Tangible equity to tangible assets (1) 12.75%   12.75%   12.93%   13.17%   13.29% (1) Tangible assets is total assets less intangible assets. Tangible equity is total equity less intangible assets.