8-K
CITIZENS HOLDING CO /MS/ (CIZN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934
July 26, 2022
Date of Report (Date of earliest event reported)
CITIZENS HOLDING COMPANY
(Exact name of the registrant as specified in its charter)
| Mississippi | 001-15375 | 64-0666512 |
|---|---|---|
| (State or other jurisdiction<br> <br>of incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 521 Main Street, Philadelphia, Mississippi | 39350 | |
| --- | --- | |
| (Address of principal executive office) | (Zip Code) |
(601) 656-4692
(Registrant’s telephone number, including area code)
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)). | |
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| Title of Each Class | Trading<br> <br>Symbol(s) | Name of Each Exchange<br> <br>on Which Registered |
| --- | --- | --- |
| Common Stock, $0.20 par value | CIZN | NASDAQ Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 Operation and Financial Condition. |
|---|
On July 26, 2022, Citizens Holding Company (the “Company”) issued a press release that announced the earnings for the Company for the second quarter of 2022. This press release, including accompanying financial highlights, is furnished as Exhibit 99.1 to this Form 8-K.
| Item 7.01. | Regulation FD Disclosure. |
|---|
On July 26, 2022, the Company issued a press release that announced the earnings for the Company for the second quarter of 2022. This press release, including accompanying financial highlights, is furnished as Exhibit 99.1 to this Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
|---|---|
| (d) | Exhibits |
| --- | --- |
| Exhibit 99.1 | Press Release dated July 26, 2022, including financial highlights |
| --- | --- |
| Exhibit 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 hereunto duly authorized.
CITIZENS HOLDING COMPANY
| BY: | /s/ Phillip R. Branch |
|---|---|
| Phillip R. Branch | |
| Treasurer and Chief Financial Officer |
DATE: July 27, 2022
EX-99.1
EXHIBIT 99.1
CITIZENS HOLDING COMPANY REPORTS EARNINGS
PHILADELPHIA, Miss.—(BUSINESS WIRE)—July 26, 2022—Citizens Holding Company (the “Company”) (NASDAQ:CIZN) announced today results of operations for the three and six months ended June 30, 2022.
(in thousands, except share and per share data)
Net income for the three months ended June 30, 2022 was $2,541, or $0.45 per share-basic and diluted, a linked-quarter increase of $505, or 24.80% from net income of $2,036, or $0.36 per share-basic and diluted. Net income also increased $634, or 33.25% from net income of $1,907, or $0.34 per share-basic and diluted for the same quarter in 2021.
Net income for the six months ended June 30, 2022 was $4,577, or $0.82 per share-basic and diluted, an increase of $773, or 20.32% from net income of $3,804, or $0.68 per share-basic and diluted for the same period in 2021.
Second Quarter Highlights
| • | Total revenues, or interest and non-interest income, for the three months<br>ended June 30, 2022 totaled $12,323, an increase of $736, or 6.35% from the prior quarter. The increase in total revenue is primarily attributed to an increase of $506, or 5.59% in total interest income attributed to higher interest rates due<br>to the recent interest rate hikes by the Federal Reserve Bank coupled with modest loan growth. |
|---|---|
| • | Yields on earning assets increased 12 basis points (“bps”) to 302 bps for the three months ended<br>June 30, 2022 compared to 290 bps for the three months ended March 31, 2022 and increased 7 bps compared to 295 bps for the three months ended June 30, 2021. |
| --- | --- |
| • | Loans held for investment (“LHFI”) increased $6,347, or 1.09%, to $589,541 at June 30, 2022,<br>compared to $583,194 at March 31, 2022. Excluding PPP loans with a total balance of $1,356 at June 30, 2022 and $2,047 at March 31, 2022, total loans increased $7,038, or 1.21%, compared to $581,147 at March 31, 2022. The<br>linked-quarter growth primarily reflects increases in construction and development, commercial real estate, and consumer loans. |
| --- | --- |
| • | Securities available for sale decreased $36,970, or (6.15%), to $563,796 at June 30, 2022, compared to<br>$600,766 at March 31, 2022. The decrease in the securities portfolio is primarily due to the increase in medium-term interest rates causing a decline in the fair value of investment securities. For the second quarter ended June 30, 2022,<br>net unrealized losses totaled $50,978. Additionally, the impact to stockholders’ equity, as recorded through other comprehensive income, totaled $38,259, which resulted in the decline in stockholders’ equity quarter-over-quarter.<br>Management continues to monitor the impact the unrealized losses have on equity; however, the unrealized losses do not affect regulatory capital. Total risk-based capital and tier 1 risk-based capital remain strong at 13.32% and 12.71% respectively.<br> |
| --- | --- |
| • | Credit quality continues to remain solid with total non-performing assets<br>to loans at 84 bps at June 30, 2022. Total non-performing assets decreased $10, or (0.20%), to $4,972 at June 30, 2022, compared to $4,982 at March 31, 2022, and decreased $3,879, or (43.83%),<br>compared to $8,851 at June 30, 2021. |
| --- | --- |
Net Interest Income
Net interest income for the three months ended June 30, 2022 was $8,763, an increase of $476, or 5.74%, compared to $8,287 for the three months ended March 31, 2022, and an increase of $269, or 3.17%, compared to $8,494 for the three months ended June 30, 2021. The net interest margin (“NIM”) was 2.78% for the three months ended June 30, 2022 compared to 2.69% for the three months ended March 31, 2022 and 2.57% for the same period in 2021.
The linked-quarter increase in net interest income is primarily a result of the higher medium-term interest rates and corresponding higher yields on both new loans originated and securities purchased during the quarter. Interest on loans increased $242, or 3.78%, and interest on securities increased $240, or 9.08%, compared to the prior quarter. Interest expense increased slightly by $30, or 3.91%, compared to the prior quarter. However, interest expense on deposits did continue to decrease by $28, or (5.04%), compared to the prior quarter but was offset by the $58, or 27.49%, increase in interest expense on other borrowed funds.
Net interest income for the six months ended June 30, 2022 increased $923, or 5.72% to $17,050 from $16,127 for the same period in 2021. The year-to-date NIM was 2.74% as of June 30, 2022 compared to 2.69% at March 31, 2022 and 2.45% for the same period in 2021.
Net interest income for the six months ended June 30, 2022 increased compared to the prior year due to interest expense on deposits decreasing $1,368, or (55.79%) resulting from management’s deposit repricing and reducing higher interest-bearing deposit balances. In addition, management’s reallocation of the investment portfolio into higher yielding securities resulted in an increase of $2,706, or 95.89%, in interest income from securities compared to the prior period. With the expectation of interest rates hikes to continue throughout the rest of 2022, management believes the Company has positioned the balance sheet to benefit from a raising rate environment. Additionally, management does not expect a significant increase in cost of funds for the year due to the Company’s liquidity position coupled with excess liquidity in the banking sector as a whole.
Credit Quality
The provision for loan losses for the three months ended June 30, 2022 was $56. The provision was primarily driven by loan growth during the quarter coupled with qualitative factor adjustments due to inflationary risk concerns to both the local and national economy. The allowance for loan losses to LHFI was 0.86% and 0.69% at June 30, 2022 and 2021, respectively, and 0.82% at March 31, 2022, representing a level management considers commensurate with the incurred risk in the loan portfolio.
The Company’s non-performing assets decreased by $10, or (0.20%), to $4,972 at June 30, 2022 compared to $4,982 at March 31, 2022, and decreased $3,879, or (43.83%), compared to $8,851 at June 30, 2021. The primary cause of the decrease from year-over-year was due to the sale of several other real estate owned (“OREO”) properties of $1,151 that occurred in 2022 coupled with the $1,459 in OREO sales that occurred in the third and fourth quarter of 2021.
Net recoveries for the quarter were $214 and $384 for the six months ended June 30, 2022. Year-to-date net (recoveries)/charge-offs to average net loans were (0.07%) at June 30, 2022 compared to 0.11% at June 30, 2021.
Noninterest Income
Noninterest income increased for the three months ended June 30, 2022, by $230, or 9.08% compared to the three months ended March 31, 2022, and decreased by $226 or (7.56%) compared to the same period in 2021. The increase quarter-over-quarter is primarily due to other noninterest income increasing $139, or 24.69%, due to a $192 gain from a bank owned life insurance (“BOLI”) benefit claim. The decrease from the same period in 2021 is due to the Company not executing any bond sales for the current quarter in which the prior period the Company recognized $393 in gains from the sale of investment securities.
Noninterest income decreased by $925, or (14.87%), for the six months ended June 30, 2022 when compared to the same period in 2021. As mentioned earlier, the primary cause of the decrease is due to the Company not selling any investment securities for the six months ended June 30, 2022, compared to $919 in gains from the sale of investment securities for the same period.
Noninterest Expense
Noninterest expense increased for the three months ended June 30, 2022 by $131, or 1.58%, compared to the three months ended March 31, 2022 and decreased by $550, or (6.12%), compared to the same period in 2021. The linked quarter increase is due to a one-time write-down of $123 of a bank owned property due to storm damage that occurred during the second quarter. The decrease from the same period in 2021 is attributable to the Company not recognizing any write-downs of OREO during the three months ended June 30, 2022 compared to a $375 write-down of OREO for the same period in 2021.
Noninterest expense decreased by $717, or (4.11%), for the six months ended June 30, 2022 when compared to the same period in 2021. The decrease in non-interest expense is mainly attributable to a Company-wide focus on expense management that started in 2020.
Dividends
The Company paid aggregate cash dividends in the amount of $2,688 or $0.48 per share, during the six-month period ended June 30, 2022 compared to $2,684, or $0.48 per share, for the same period in 2021.
Citizens Holding Company (the “Company”) is a one-bank holding company and the parent company of The Citizens Bank of Philadelphia (the “Bank”), both headquartered in Philadelphia, Mississippi. The Bank currently has twenty-eight banking locations in fourteen counties in East Central, North, and South Mississippi. In addition to full service commercial banking, the Bank offers mortgage loans, title insurance services through its affiliate, Title Services, LLC, and a full range of Internet banking services including online banking, bill pay and cash management services for businesses. Internet banking services are available at the Bank’s website, www.thecitizensbankphila.com. Citizens Holding Company stock is listed on the NASDAQ Global Market and is traded under the symbol CIZN. The Company’s transfer agent is American Stock Transfer & Trust Company. Information about Citizens Holding Company may be obtained by accessing its corporate website at www.citizensholdingcompany.com.
This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts included in this release regarding the Company’s financial position, results of operations, business strategies, plans, objectives and
expectations for future operations, are forward looking statements. The Company can give no assurances that the assumptions upon which such forward-looking statements are based will prove to have been correct. Forward-looking statements speak only as of the date they are made. The Company does not undertake a duty to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made. Such forward-looking statements are subject to certain risks, uncertainties and assumptions. The risks and uncertainties that may affect the operation, performance, development and results of the Company’s and the Bank’s business include, but are not limited to, the following: (a) the risk of adverse changes in business conditions in the banking industry generally and in the specific markets in which the Company operates; (b) the impact of COVID-19 on our business, including the impact of the actions taken by governmental authorities to try and contain the virus or address the impact of the virus on the United States economy (including, without limitation, the CARES Act), and the resulting effect of all of such items on our operations, liquidity and capital position, and on the financial condition of our borrowers and other customers; our ability to mitigate our risk exposures; (c) changes in the legislative and regulatory environment that negatively impact the Company and Bank through increased operating expenses; (d) increased competition from other financial institutions; (e) the impact of technological advances; (f) expectations about the movement of interest rates, including actions that may be taken by the Federal Reserve Board in response to changing economic conditions; (g) changes in asset quality and loan demand; (h) expectations about overall economic strength and the performance of the economics in the Company’s market area; and (i) other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission. Should one or more of these risks materialize or should any such underlying assumptions prove to be significantly different, actual results may vary significantly from those anticipated, estimated, projected or expected.
Citizens Holding Company
Financial Highlights
(amounts in thousands, except share and per share data)
| For the Three Months Ended | For the Six Months Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| June 30,<br>2022 | March 31,<br>2022 | June 30,<br>2021 | June 30,<br>2022 | June 30,<br>2021 | ||||||
| INTEREST INCOME | ||||||||||
| Loans, including fees | $ | 6,639 | $ | 6,397 | $ | 7,917 | $ | 13,036 | $ | 16,048 |
| Investment securities | 2,884 | 2,644 | 1,889 | 5,528 | 2,822 | |||||
| Other interest | 37 | 13 | 10 | 50 | 25 | |||||
| 9,560 | 9,054 | 9,816 | 18,614 | 18,895 | ||||||
| INTEREST EXPENSE | ||||||||||
| Deposits | 528 | 556 | 1,186 | 1,084 | 2,452 | |||||
| Other borrowed funds | 269 | 211 | 136 | 480 | 316 | |||||
| 797 | 767 | 1,322 | 1,564 | 2,768 | ||||||
| NET INTEREST INCOME | 8,763 | 8,287 | 8,494 | 17,050 | 16,127 | |||||
| PROVISION FOR LOAN LOSSES | 56 | 93 | 232 | 149 | 319 | |||||
| NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES | 8,707 | 8,194 | 8,262 | 16,901 | 15,808 | |||||
| NONINTEREST INCOME | ||||||||||
| Service charges on deposit accounts | 967 | 945 | 768 | 1,912 | 1,582 | |||||
| Other service charges and fees | 1,094 | 1,025 | 1,091 | 2,119 | 2,066 | |||||
| Other noninterest income | 702 | 563 | 1,130 | 1,265 | 2,573 | |||||
| 2,763 | 2,533 | 2,989 | 5,296 | 6,221 | ||||||
| NONINTEREST EXPENSE | ||||||||||
| Salaries and employee benefits | 4,412 | 4,439 | 4,585 | 8,851 | 9,153 | |||||
| Occupancy expense | 1,711 | 1,775 | 1,791 | 3,486 | 3,608 | |||||
| Other noninterest expense | 2,309 | 2,087 | 2,606 | 4,396 | 4,689 | |||||
| 8,432 | 8,301 | 8,982 | 16,733 | 17,450 | ||||||
| NET INCOME BEFORE TAXES | 3,038 | 2,426 | 2,269 | 5,464 | 4,579 | |||||
| INCOME TAX EXPENSE | 497 | 390 | 362 | 887 | 775 | |||||
| NET INCOME | $ | 2,541 | $ | 2,036 | $ | 1,907 | $ | 4,577 | $ | 3,804 |
| Earnings per share - basic | $ | 0.45 | $ | 0.36 | $ | 0.34 | $ | 0.82 | $ | 0.68 |
| Earnings per share - diluted | $ | 0.45 | $ | 0.36 | $ | 0.34 | $ | 0.82 | $ | 0.68 |
| Dividends paid | $ | 0.24 | $ | 0.24 | $ | 0.24 | $ | 0.48 | $ | 0.48 |
| Average shares outstanding - basic | 5,592,782 | 5,587,070 | 5,584,441 | 5,589,958 | 5,581,662 | |||||
| Average shares outstanding - diluted | 5,592,782 | 5,587,070 | 5,584,681 | 5,589,958 | 5,582,258 | |||||
| For the Period Ended, | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| June 30,<br>2022 | March 31,<br>2022 | June 30,<br>2021 | ||||||||
| Period End Balance Sheet Data: | ||||||||||
| Total assets | $ | 1,299,081 | $ | 1,348,692 | $ | 1,338,134 | ||||
| Total earning assets | 1,182,127 | 1,245,299 | 1,243,973 | |||||||
| Loans, net of unearned income | 589,541 | 583,194 | 634,042 | |||||||
| Allowance for loan losses | 5,046 | 4,776 | 4,351 | |||||||
| Securities available for sale, at fair value | 563,796 | 600,766 | 542,669 | |||||||
| Total deposits | 1,117,987 | 1,149,580 | 1,127,362 | |||||||
| Securities sold under agreement to repurchase | 124,162 | 105,795 | 67,286 | |||||||
| Long-term debt | 18,000 | 18,000 | 18,000 | |||||||
| Shareholders’ equity | 25,926 | 62,950 | 109,574 | |||||||
| Book value per share | 4.64 | 11.27 | 19.62 | |||||||
| Period End Average Balance Sheet Data: | ||||||||||
| Total assets | 1,343,566 | 1,352,709 | 1,479,315 | |||||||
| Total earning assets | 1,242,569 | 1,255,510 | 1,375,100 | |||||||
| Loans, net of unearned income | 584,959 | 578,974 | 647,170 | |||||||
| Securities available for sale, at fair value | 628,137 | 642,213 | 678,863 | |||||||
| Total deposits | 1,130,989 | 1,127,727 | 1,169,554 | |||||||
| Securities sold under agreement to repurchase | 94,915 | 90,510 | 168,332 | |||||||
| Short-term borrowings | 7,791 | 8,711 | 11,149 | |||||||
| Long-term debt | 18,000 | 18,000 | 2,571 | |||||||
| Shareholders’ equity | 79,467 | 95,462 | 112,912 | |||||||
| Period End Non-performing Assets: | ||||||||||
| Non-accrual loans | 3,580 | 3,545 | 4,365 | |||||||
| Loans 90+ days past due and accruing | 64 | 16 | 5 | |||||||
| Other real estate owned | 1,328 | 1,421 | 4,481 | |||||||
| June 30,<br>2022 | As of<br>March 31,<br>2022 | June 30,<br>2021 | ||||||||
| Year to Date Credit Performance Ratios: | ||||||||||
| Non-performing assets to loans | 0.84 | % | 0.85 | % | 1.40 | % | ||||
| Allowance for loan losses to loans | 0.86 | % | 0.82 | % | 0.69 | % | ||||
| Allowance for loan losses to non-performing loans | 138.47 | % | 134.12 | % | 99.57 | % | ||||
| Net (recoveries)/charge-offs to average net loans | (0.07 | %) | (0.03 | %) | 0.11 | % | ||||
| Year to Date Performance Ratios: | ||||||||||
| Return on average assets^(1)^ | 0.68 | % | 0.60 | % | 0.51 | % | ||||
| Return on average equity^(1)^ | 11.52 | % | 8.53 | % | 6.74 | % | ||||
| Year to Date Net Interest | ||||||||||
| Margin (tax equivalent)^(1)^ | 2.74 | % | 2.69 | % | 2.45 | % | ||||
| ^(1)^ | Annualized | |||||||||
| --- | --- |
Contact:
Citizens Holding Company, Philadelphia
Phillip R. Branch, 601/656-4692
Phillip.branch@thecitizensbank.bank