8-K
MUNCY COLUMBIA FINANCIAL Corp (CCFN)
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
June 3, 2024Date of Report (Date of earliest event reported)
MUNCY
COLUMBIA FINANCIAL CORPORATION ****(Exact name of registrant as specified in its charter)
| Pennsylvania | 000-19028 | 23-2254643 |
|---|---|---|
| (State or other jurisdiction of<br><br>incorporation) | (Commission<br><br>File Number) | (I.R.S. Employer<br><br>Identification No.) |
232East StreetBloomsburg, PA 17815(Address of principal executive offices)
570-784-4400
(Registrant’s telephone number, including area code)
N/A(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 Exchange Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| None | None | None |
Indicated 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) ☐
If an emerging growth company, indicate by check mark if 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 7.01 REGULATION FD DISCLOSURE
On June 3, 2024, Muncy Columbia Financial Corporation mailed to shareholders its 1^st^ Quarter Report and Shareholder Letter. A copy of the report and letter is furnished as Exhibit 99.1 to this current report on Form 8-K and incorporated herein by reference.
The information contained in this Item 7.01 and Exhibit 99.1 is being furnished, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under Section 18. Furthermore, the information contained in this Item 7.01 and Exhibit 99.1 shall not be deemed to be incorporated by reference into the Corporation’s filings under the Securities Act of 1933, as amended, or the Exchange Act.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable
(b) Not applicable
(c) Not applicable
**(**d) Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | 1^st^ Quarter Report and Shareholder Letter |
| 104 | Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL) |
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, hereunto duly authorized.
| Date: June 3, 2024 | Muncy Columbia Financial Corporation | |
|---|---|---|
| By: | /s/ Joseph K. O’Neill, Jr. | |
| Name: | Joseph K. O’Neill, Jr. | |
| Title: | Executive Vice President and Chief Financial Officer |
Muncy Columbia Financial Corporation 8-K
Exhibit 99.1
Officers
RobertJ. Glunk
Executive Chairman
LanceO. Diehl
President and
Chief Executive Officer
JeffreyT. Arnold Executive
Vice President and Treasurer
JosephK. O’Neill, Jr.
Executive Vice President and
Chief Financial Officer
BethA. Benson
Corporate Secretary
Boardof Directors
Todd M. Arthur
Lance O. Diehl
Robert W. Dillon
Robert J. Glunk
Robert P. Hager
Willard H. Kile, Jr.
Brian D. Klingerman
J. Howard Langdon
W. Bruce McMichael, Jr.
Steven H. Shannon
Stephen M. Tasselli
Bonnie M. Tompkins
Edwin A. Wenner
Brenda R. H. Williams
AdvisoryBoard
Robert M. Brewington, Jr.
Russell S. Cotner
Joanne I. Keenan
Andrew B. Pruden
Robert M. Rabb
David E. Wallis
Locations
ServingOur Five County Region
with22 Community Offices.
ClintonCounty
Avis
ColumbiaCounty
Benton
Berwick
Bloomsburg
Buckhorn
Catawissa
Millville
LycomingCounty
Clarkstown
Hughesville
Linden
Montgomery
Muncy
Montoursville
South Williamsport
MontourCounty
Danville
NorthumberlandCounty
Dewart
Elysburg
www.journeybank.com
570-784-1660● 570-546-2211
MemberFDIC
1st
Quarter
Report
March31, 2024
CONSOLIDATEDBALANCE SHEETS
| (In<br> Thousands, Except Share and Per Share Data) (Unaudited) | December<br> 31, <br><br> 2023 | ||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Cash<br> and due from banks | 11,994 | $ | 14,614 | ||
| Interest-bearing<br> deposits in other banks | 4,237 | 3,763 | |||
| Total<br> cash and cash equivalents | 16,231 | 18,377 | |||
| Interest-bearing<br> time deposits | 736 | 979 | |||
| Available-for-sale<br> debt securities, at fair value | 339,594 | 413,302 | |||
| Marketable<br> equity securities, at fair value | 1,178 | 1,295 | |||
| Restricted<br> investment in bank stocks, at cost | 8,013 | 10,394 | |||
| Loans held<br> for sale | 614 | 366 | |||
| Loans receivable | 1,080,747 | 1,068,429 | |||
| Allowance<br> for credit losses | (9,351 | ) | (9,302 | ) | |
| Loans,<br> net | 1,071,396 | 1,059,127 | |||
| Premises<br> and equipment, net | 27,322 | 27,569 | |||
| Foreclosed<br> assets held for sale | 335 | 170 | |||
| Accrued<br> interest receivable | 4,849 | 5,362 | |||
| Bank-owned<br> life insurance | 40,456 | 40,209 | |||
| Investment<br> in limited partnerships | 5,641 | 5,828 | |||
| Deferred<br> tax asset, net | 11,745 | 12,634 | |||
| Goodwill | 25,609 | 25,609 | |||
| Core deposit<br> intangible, net | 11,346 | 11,895 | |||
| Other<br> assets | 8,206 | 6,663 | |||
| TOTAL<br> ASSETS | 1,573,271 | $ | 1,639,779 | ||
| LIABILITIES | |||||
| Interest-bearing<br> deposits | 949,546 | $ | 884,654 | ||
| Noninterest-bearing<br> deposits | 263,954 | 266,015 | |||
| Total<br> deposits | 1,213,500 | 1,150,669 | |||
| Short-term<br> borrowings | 125,913 | 252,532 | |||
| Long-term<br> borrowings | 65,524 | 70,448 | |||
| Accrued<br> interest payable | 2,281 | 2,358 | |||
| Other<br> liabilities | 11,190 | 9,947 | |||
| TOTAL<br> LIABILITIES | 1,418,408 | 1,485,954 | |||
| STOCKHOLDERS'<br> EQUITY | |||||
| Common stock, par value 1.25<br> per share; 15,000,000 shares authorized; | |||||
| issued<br> 3,836,988 and outstanding 3,572,288 at March 31, 2024; | |||||
| issued<br> 3,834,976 and outstanding 3,570,276 at December 31, 2023; | 4,796 | 4,794 | |||
| Additional<br> paid-in capital | 83,403 | 83,343 | |||
| Retained<br> earnings | 92,980 | 90,514 | |||
| Accumulated<br> other comprehensive loss | (16,526 | ) | (15,036 | ) | |
| Treasury<br> stock, at cost; 264,700 shares at March 31, 2024 and December 31, 2023 | (9,790 | ) | (9,790 | ) | |
| TOTAL<br> STOCKHOLDERS' EQUITY | 154,863 | 153,825 | |||
| TOTAL<br> LIABILITIES AND STOCKHOLDERS' EQUITY | 1,573,271 | $ | 1,639,779 | ||
| ADDITIONAL<br> INFORMATION | |||||
| Trust<br> Assets | 150,303 | $ | 140,623 |
All values are in US Dollars.
CONSOLIDATEDSTATEMENTS OF INCOME FOR THE THREE MONTHS ENDED MARCH 31,
| (In<br> Thousands, Except Share and Per Share Data) (Unaudited) | 2024 | 2023 | ||||
|---|---|---|---|---|---|---|
| INTEREST<br> AND DIVIDEND INCOME | ||||||
| Interest<br> and fees on loans: | ||||||
| Taxable | $ | 17,256 | $ | 5,934 | ||
| Tax-exempt | 353 | 216 | ||||
| Interest<br> and dividends on investment securities: | ||||||
| Taxable | 1,161 | 1,208 | ||||
| Tax-exempt | 830 | 129 | ||||
| Dividend<br> and other interest income | 223 | 67 | ||||
| Deposits<br> in other banks | 66 | 60 | ||||
| TOTAL<br> INTEREST AND DIVIDEND INCOME | 19,889 | 7,614 | ||||
| INTEREST<br> EXPENSE | ||||||
| Deposits | 4,610 | 627 | ||||
| Short-term<br> borrowings | 2,497 | 1,786 | ||||
| Long-term<br> borrowings | 847 | — | ||||
| TOTAL<br> INTEREST EXPENSE | 7,954 | 2,413 | ||||
| NET<br> INTEREST INCOME | 11,935 | 5,201 | ||||
| Provision<br> (credit) for credit losses - loans | 101 | (418 | ) | |||
| (Credit)<br> provision for credit losses - off balance sheet credit exposures | (11 | ) | 9 | |||
| TOTAL<br> PROVISION (CREDIT) FOR CREDIT LOSSES | 90 | (409 | ) | |||
| NET<br> INTEREST INCOME AFTER PROVISION (CREDIT) FOR CREDIT LOSSES | 11,845 | 5,610 | ||||
| NON-INTEREST<br> INCOME | ||||||
| Service<br> charges and fees | 615 | 525 | ||||
| Gain on<br> sale of loans | 76 | 29 | ||||
| Earnings<br> on bank-owned life insurance | 227 | 109 | ||||
| Brokerage<br> fees | 224 | 128 | ||||
| Trust fees | 206 | 191 | ||||
| Losses on<br> marketable equity securities | (117 | ) | (81 | ) | ||
| Realized<br> losses on available-for-sale debt securities, net | (8 | ) | — | |||
| Interchange<br> fees | 619 | 424 | ||||
| Other<br> non-interest income | 690 | 301 | ||||
| TOTAL<br> NON-INTEREST INCOME | 2,532 | 1,626 | ||||
| NON-INTEREST<br> EXPENSE | ||||||
| Salaries<br> and employee benefits | 4,802 | 2,592 | ||||
| Occupancy | 618 | 323 | ||||
| Furniture<br> and equipment | 896 | 519 | ||||
| Pennsylvania shares tax | 210 | 161 | ||||
| Professional<br> fees | 799 | 311 | ||||
| Director's<br> fees | 134 | 82 | ||||
| Federal<br> deposit insurance | 220 | 108 | ||||
| Telecommunications | 88 | 84 | ||||
| Automated<br> teller machine and interchange | 262 | 119 | ||||
| Merger-related<br> expenses | 96 | — | ||||
| Amortization<br> of core deposit intangible | 549 | — | ||||
| Other<br> non-interest expense | 972 | 518 | ||||
| TOTAL<br> NON-INTEREST EXPENSE | 9,646 | 4,817 | ||||
| INCOME BEFORE<br> INCOME TAX PROVISION | 4,731 | 2,419 | ||||
| INCOME<br> TAX PROVISION | 695 | 479 | ||||
| NET<br> INCOME | $ | 4,036 | $ | 1,940 | ||
| Earnings<br> Per Share | $ | 1.13 | $ | 0.93 |
These interim statements are subject to year-end audit adjustment.
To access current financial information, visit our website at https://ir.journeybank.com
May 21, 2024
Dear Shareholders,
We are pleased to present our first quarter results for Muncy Columbia Financial Corporation (the “Corporation”). Net income for the quarter-ended March 31, 2024 was $4,036,000 compared to net income of $1,940,000 for the same period in 2023. Earnings per share for the quarters-ended March 31, 2024 and 2023 were $1.13 and $0.93, respectively. Return on average assets and return on average equity were 1.02% and 10.52% for the quarter-ended March 31, 2024 as compared to 0.82% and 8.94% for the same period of 2023.
Our annual shareholder meeting was held on April 23^rd^, and a number of shareholders attended in-person and virtually. This was our first combined annual meeting as Muncy Columbia Financial Corporation, and we wanted to share some of the key information and takeaways from that meeting for those shareholders who were not in attendance.
As we reviewed our results from 2023, we first acknowledged the successful merger of First Columbia Bank & Trust Co. and The Muncy Bank & Trust Company to form Journey Bank — A Muncy Columbia Financial Company. In our view, this merger met three essential criteria:
| 1. | Preserve<br> the legacy and storied histories of both banks. |
|---|---|
| 2. | Maintain<br> our status as a local, community bank. |
| --- | --- |
| 3. | Position<br> the Corporation for long-term success for shareholders, customers, employees, and our community. |
| --- | --- |
Interest rate increases continue to create a challenging environment. After a period of historically low rates from 2008 to 2021, rates moved sharply higher in 2022 and 2023. Rates increased 525 basis points in just a 16-month period, which marked an unprecedented climb, and a scenario that pressured the net interest margins of financial institutions.
(continuednext page)
We understand shareholder concerns regarding the recent decline in our share price. There is a confluence of underlying factors that are important to consider, including market forces and industry-wide challenges. While our stock value was impacted by the events impacting the industry as a whole, our valuation change over the past 18 months was in line with that of our local peers.
As we move ahead in 2024, we are encouraged by our first quarter results. Net income was strong at $4,036,000, surpassing the full year 2023 net income of $3,387,000, which was significantly impacted by transaction related expenses of the merger. In addition, our first quarter cash dividend was $0.44, an increase from $0.42 in the first quarter of 2023, evidencing our ongoing commitment to shareholder value.
We believe our Corporation is well-positioned to manage market-driven challenges and execute on the strategy to deliver long-term value to our shareholders as we continue serving the banking needs of our local communities. We are thankful for your support and invite you to reach out to senior leadership or any of our board members if we may provide additional information.
Sincerely,
| Robert J. Glunk | Lance O. Diehl |
|---|---|
| Executive Chairman | President & CEO |
CautionaryNote Regarding Forward Looking Statements
This letter contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of current or historical fact and involve substantial risks and uncertainties. Words such as "anticipates," "believes," "estimates," "expects," "forecasts," "intends," "plans," "projects," "may," "will," "should," and other similar expressions can be used to identify forward-looking statements. Such statements are subject to factors that could cause actual results to differ materially from anticipated results. Among the risks and uncertainties that could cause actual results to differ from those described in the forward-looking statements include, but are not limited to the following: costs or difficulties related to integration following the mergers of Muncy Bank Financial, Inc. with and into CCFNB Bancorp, Inc., forming Muncy Columbia Financial Corporation, and of The Muncy Bank and Trust Company with and into First Columbia Bank & Trust Company, forming Journey Bank; the risk that the anticipated benefits, cost savings and other savings from the mergers may not be fully realized or may take longer than expected to realize; potential impairment to the goodwill recorded in connection with the mergers; changes in general economic trends, including inflation and changes in interest rates; our ability to manage credit risk; our ability to maintain an adequate level of allowance for credit loss on loans; increased competition; changes in consumer demand for financial services; our ability to control costs and expenses; fluctuations in the values of securities held in our securities portfolio, including as a result of changes in interest rates; our ability to successfully manage liquidity risk; adverse developments in borrower industries and, in particular, declines in real estate values; the concentration of large deposits from certain customers who have balances above current FDIC insurance limits; changes in and compliance with federal and state laws that regulate our business and capital levels; our ability to raise capital as needed; and any other risks described in the “Risk Factors” sections of reports filed by the Corporation with the Securities and Exchange Commission. We do not undertake, and specifically disclaim, any obligation to publicly revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law. Accordingly, you should not place undue reliance on forward-looking statements.