8-K
GREENE COUNTY BANCORP INC (GCBC)
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): January 24, 2020
GREENE COUNTY BANCORP, INC.
(Exact Name of Registrant as Specified in its Charter)
| Federal | 0-25165 | 14-1809721 |
|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
| 302 Main Street, Catskill NY | 12414 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s telephone number, including area code: | (518) 943-2600 | |
| --- | --- |
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 (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) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of class | Trading symbol | Name of exchange on which retistered |
|---|---|---|
| Common Stock, $0.10 par value | GCBC | The Nasdaq Stock Market |
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 |
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On January 24, 2020, Greene County Bancorp, Inc. issued a press release disclosing financial results for the three and six months ended December 31, 2019. A copy of the press release is included as exhibit 99.1 to this report.
The information in the preceding paragraph, as well as Exhibit 99.1 referenced therein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
| Item 9.01. | Financial Statements and Exhibits |
|---|---|
| Exhibit No. | Description |
| --- | --- |
| 99.1 | Press release dated January 24, 2020 |
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.
| GREENE COUNTY BANCORP, INC. | ||
|---|---|---|
| DATE: January 24, 2020 | By: | /s/ Donald E. Gibson |
| --- | --- | --- |
| Donald E. Gibson | ||
| --- | ||
| President and Chief Executive Officer |
EXHIBIT 99.1
FOR RELEASE
Date: January 24, 2020
For Further Information Contact:
Donald E. Gibson
President & CEO
(518) 943-2600
donaldg@tbogc.com
Michelle M. Plummer, CPA
EVP, COO & CFO
(518) 943-2600
michellep@tbogc.com
Greene County Bancorp, Inc. Reports Record High Net Income for the Quarter Ended December 31, 2019 and Branch Expansion in Albany County
Catskill, N.Y. – January 24, 2020-- Greene County Bancorp, Inc. (the “Company”) (NASDAQ: GCBC), the holding company for The Bank of Greene County and its subsidiary Greene County Commercial Bank, today reported net income for the three and six months ended December 31, 2019. Net income for the three and six months ended December 31, 2019 was $5.1 million, or $0.60 per basic and diluted share, and $10.0 million, or $1.17 per basic and diluted share, respectively, as compared to $4.6 million, or $0.54 per basic and diluted share, and $9.0 million, or $1.05 per basic and diluted share, for the three and six months ended December 31, 2018, respectively. Net income increased $529,000, or 11.5%, when comparing the three months ended December 31, 2019 and 2018, and increased $1.0 million, or 11.1%, when comparing the six months ended December 31, 2019 and 2018.
Total assets for the Company were $1.4 billion at December 31, 2019, primarily consisting of $525.0 million of total securities and $851.1 million of net loans. Deposits totaled $1.2 billion at December 31, 2019, consisting of retail, business and municipal banking relationships. The Bank of Greene County operates 16 full-service banking offices, with operations and lending centers located in the Capital District and Hudson Valley Regions of New York State.
Donald Gibson, President & CEO stated; “I am proud to announce a new milestone for our Bank. For the first time in our Bank’s history our quarterly net income has exceeded $5 million! In fact, I am pleased to report record high net income for both the three and six month periods ended December 31, 2019.”
Gibson continued: “In addition to solid financial performance, we recently announced our further geographic expansion in Albany County with plans to open a new branch office located at 103 Wolf Road in the Town of Colonie. We are very excited to be opening our Bank’s third branch in Albany County. While we have not set a definite date for a branch opening, we have targeted the second quarter of 2020 for the grand opening.”
Selected highlights for the three and six months ended December 31, 2019 are as follows:
Net Interest Income and Margin
| • | Net interest income increased $916,000 to $10.9 million for the three months ended December 31, 2019 from $10.0 million for the three months ended December 31, 2018. Net interest income increased<br> $1.1 million to $21.4 million for the six months ended December 31, 2019 from $19.7 million for the six months ended December 31, 2018. These increases in net interest income were primarily the result of growth in the average balance of<br> interest-earning assets, with continued growth in loans and securities, funded primarily from growth in deposits. Average loan balances increased $91.4 million and $85.4 million while the yield on loans increased two basis points and six<br> basis points when comparing the three and six months ended December 31, 2019 and 2018, respectively. Average securities increased $123.3 million and $83.0 million and the yield on such securities decreased 22 basis points and nine basis<br> points when comparing the three and six months ended December 31, 2019 and 2018. The increase in interest income was partially offset by an increase in interest expense primarily the result of increases in the rates paid on<br> interest-bearing liabilities, most notably NOW deposit accounts. The average balance of NOW deposits grew by $253.2 million and $221.1 million when comparing the three and six months ended December 31, 2019 and 2018. The rate paid on<br> these NOW accounts increased by 27 basis points and 33 basis points when comparing the three and six months ended December 31, 2019 and 2018. This growth in higher costing deposits was the result of promotions within the Company’s newer<br> markets targeting new business, municipal and retail customers. |
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| • | Net interest rate spread and margin both decreased when comparing the three and six months ended December 31, 2019 and 2018. Net interest rate spread decreased 38 basis points to 2.99% for the<br> three months ended December 31, 2019 compared to 3.37% for the three months ended December 31, 2018. Net interest margin decreased 36 basis points to 3.11% for the three months ended December 31, 2019 compared to 3.47% for the three<br> months ended December 31, 2018. Net interest rate spread and margin decreased 28 basis points and 26 basis points to 3.06% and 3.18%, respectively, for the six months ended December 31, 2019 compared to 3.34% and 3.44%, respectively, for<br> the six months ended December 31, 2018. Decreases in net interest spread and margin resulted primarily from the result of the higher cost of interest-bearing liabilities and lower yields on securities, partially offset by growth in<br> average loan and securities balances. |
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| • | Net interest income on a taxable-equivalent basis includes the additional amount of interest income that would have been earned if the Company’s investment in tax-exempt securities and loans had<br> been subject to federal and New York State income taxes yielding the same after-tax income. Tax equivalent net interest margin was 3.29% and 3.65% for the three months ended December 31, 2019 and 2018, respectively, and was 3.36% and<br> 3.61% for the six months ended December 31, 2019 and 2018, respectively. |
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Asset Quality and Loan Loss Provision
| • | Provision for loan losses amounted to $690,000 and $354,000 for the three months ended December 31, 2019 and 2018, respectively, and amounted to $1.2 million and $708,000 for the six months ended<br> December 31, 2019 and 2018, respectively. This increase was due to the growth in gross loans as well as an increase in loans adversely classified. Loans classified as substandard or special mention totaled $24.7 million at December 31,<br> 2019 compared to $17.1 million at June 30, 2019, an increase of $7.6 million. Reserves on these loans totaled $1.9 million at December 31, 2019 compared to $1.5 million at June 30, 2019, an increase of $395,000. The increase in classified<br> loans was primarily due to the downgrade of a construction loan to special mention during the six months ended December 31, 2019 as a result of project cost overruns and several delinquent payments. No loans were classified as doubtful or<br> loss at December 31, 2019 or June 30, 2019. Allowance for loan losses to total loans receivable was 1.62% at December 31, 2019, and 1.65% at June 30, 2019. |
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| • | Net charge-offs for the three months ended December 31, 2019 totaled $149,000 compared to a net recovery for the three months ended December 31, 2018 of $11,000. Net charge-offs totaled $457,000<br> and $59,000 for the six months ended December 31, 2019 and 2018, respectively. This increase in charge-off activity was primarily within the commercial loan and consumer loan portfolios. Commercial loan net charge-offs totaled $168,000<br> for the six months ended December 31, 2019 compared to a net recovery of $153,000 for the six months ended December 31, 2018. Consumer loan net charge-offs totaled $198,000 and $129,000 for the six months ended December 31, 2019 and 2018,<br> respectively, an increase of $69,000. The increase in the consumer loan portfolio is the result of an increase in charge-offs related to the deposit overdraft protection program, and is due to the significant growth in the number of<br> checking accounts with overdraft protection as well as a recent increase in the amount of protection provided per account. |
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| • | Nonperforming loans amounted to $3.4 million and $3.6 million at December 31, 2019 and June 30, 2019, respectively. Nonperforming assets were 0.25% and 0.29% of total assets, and nonperforming<br> loans were 0.40% and 0.46% of net loans at December 31, 2019 and June 30, 2019, respectively. Nonperforming assets to total assets were 0.31% and nonperforming loans to net loans were 0.48%, at December 31, 2018. |
| --- | --- |
Noninterest Income and Noninterest Expense
| • | Noninterest income increased $175,000, or 8.2%, and totaled $2.3 million and $2.1 million for the three months ended December 31, 2019 and 2018. Noninterest<br> income increased $389,000, or 9.3%, and totaled $4.6 million and $4.2 million for the six months ended December 31, 2019 and 2018. This increase was primarily due to increases in debit card fees and service charges on deposit<br> accounts resulting from continued growth in the number of checking accounts with debit cards, as well as increased monthly or transactional service charges on deposit accounts. Investment services income also increased during the<br> period due to higher sales volume of investment products. |
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| • | Noninterest expense increased $288,000 or 4.6%, to $6.5 million for the three months ended December 31, 2019 as compared to $6.2 million for the three months ended December 31, 2018. Noninterest<br> expense increased $749,000, or 6.1%, to $13.0 million for the six months ended December 31, 2019, compared to $12.2 million for the six months ended December 31, 2018. This increase, during the three and six months ended December 31,<br> 2019, was primarily due to an increase in salaries and employee benefits expenses resulting from additional staffing for a new branch located in Kinderhook-Valatie, New York, which opened in July 2019. As the Company continues to grow,<br> staffing was also increased within our lending department, customer service center and investment center. This increase was partially offset by a decrease in FDIC insurance premiums. In January 2019, the FDIC provided notification to the<br> Company that a credit in the amount of $177,000 was calculated for The Bank of Greene County, and a credit in the amount of $91,000 was calculated for Greene County Commercial Bank, based on a change in assessments under FDIC regulations<br> resulting from the Deposit Insurance Fund Reserve Ratio reaching 1.36%. The Deposit Insurance Fund reserve ratio was above 1.38% as of June 30, 2019 and September 30, 2019, and therefore, the FDIC offset regular deposit insurance<br> assessments with credits on the September and December 2019 invoices. The Company received credits totaling $120,000 and $228,000 during the three and six months ended December 31, 2019. This credit was applied against FDIC insurance<br> premiums expense. |
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Income Taxes
| • | Provision for income taxes directly reflects the expected tax associated with the pre-tax income generated for the given year and certain regulatory requirements. The effective tax rate was<br> 14.8% and 15.4% for the three and six months ended December 31, 2019, compared to 17.2% and 18.0% for the three and six months ended December 31, 2018. The statutory tax rate is impacted by the benefits derived from tax exempt bond and<br> loan income, the Company’s real estate investment trust subsidiary income, as well as the tax benefits derived from premiums paid to the Company’s pooled captive insurance subsidiary to arrive at the effective tax rate. |
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Balance Sheet Summary
| • | Total assets of the Company were $1.4 billion at December 31, 2019 and $1.3 billion at June 30, 2019, an increase of $174.5 million, or 13.8%. |
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| • | Securities available-for-sale and held-to-maturity increased $98.1 million, or 23.0%, to $525.0 million at December 31, 2019 as compared to $426.9 million at June 30, 2019. Securities purchases<br> totaled $184.3 million during the six months ended December 31, 2019 and consisted of $132.5 million of state and political subdivision securities and $41.0 million of mortgage-backed securities, $7.3 million of other securities, and $3.5<br> million of corporate securities. Principal pay-downs and maturities during the six months amounted to $85.4 million, of which $18.0 million were mortgage-backed securities, $58.5 million were state and political subdivision securities,<br> $8.3 million were U.S. government sponsored enterprises and $0.6 million were other securities. |
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| • | Net loans receivable increased $65.4 million, or 8.3%, to $851.1 million at December 31, 2019 from $785.7 million at June 30, 2019. The loan growth experienced during the six months consisted<br> primarily of $20.3 million in commercial construction loans, $30.8 million in commercial real estate loans, $10.7 million in commercial loans, $2.1 million in residential mortgages, $1.2 million in multi-family mortgage loans and $1.2<br> million in residential construction and land loans. This growth was partially offset by a $441,000 decrease in home equity loans, and $784,000 increase in allowance for loan losses. The continued strong loan growth is the result of our<br> recent expansion within our Ulster, and Columbia County market areas, as well as through loan participations with other banks within the Capital and Hudson Valley Regions. |
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| • | Deposits totaled $1.2 billion at December 31, 2019 and $1.1 billion at June 30, 2019, an increase of $124.1 million, or 11.1%. Noninterest-bearing deposits increased $2.6 million, or 2.4%, NOW<br> deposits increased $123.1 million, or 19.0%, and savings deposits increased $2.3 million, or 1.1% when comparing December 31, 2019 and June 30, 2019. These increases were offset by a decrease in money market deposits of $3.4 million, or<br> 3.0%, and a decrease in certificates of deposits of $564,000, or 1.5%, when comparing December 31, 2019 and June 30, 2019. Deposits increased during the six months ended December 31, 2019 as a result of an increase in municipal deposits<br> at Greene County Commercial Bank, primarily from tax collection, and new account relationships resulting from promotions in newer markets. |
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| • | Borrowings for the Company amounted to $48.9 million in overnight borrowings and $12.6 million of term borrowings, with the Federal Home Loan Bank of New York, at December 31, 2019, compared to<br> $8.0 million of overnight borrowings and $13.6 million of term borrowings, with the Federal Home Loan Bank of New York, at June 30, 2019. The increase in overnight borrowings was the result of growth in interest-earning assets. |
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| • | Shareholders’ equity increased to $120.5 million at December 31, 2019 from $112.4 million at June 30, 2019, resulting primarily from net income of $10.0 million and a decrease in other<br> accumulated comprehensive loss of $385,000, partially offset by dividends declared and paid of $1.4 million. On September 17, 2019, the Board of Directors of the Company adopted a stock repurchase program. Under the repurchase program,<br> the Company may repurchase up to 200,000 shares of its common stock. Repurchases will be made at management’s discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders,<br> subject to the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and the Company’s financial performance. At December 31, 2019, the Company had repurchased 1,400 shares. |
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Greene County Bancorp, Inc. is the direct and indirect holding company, respectively, for The Bank of Greene County, a federally chartered savings bank, and Greene County Commercial Bank, a New York-chartered commercial bank, both headquartered in Catskill, New York. Our primary market area is the Hudson Valley in New York State. For more information on Greene County Bancorp, Inc., visit www.tbogc.com.
This press release contains statements about future events that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those projected in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, general economic conditions, changes in interest rates, regulatory considerations, competition, technological developments, retention and recruitment of qualified personnel, and market acceptance of the Company’s pricing, products and services.
(END)
Greene County Bancorp, Inc.
Consolidated Statements of Income, and Selected Financial Ratios (Unaudited)
| At or for the Three Months<br><br> <br>Ended December 31, | At or for the Six Months<br><br> <br>Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Dollars in thousands, except share and per share data | 2019 | 2018 | 2019 | 2018 | ||||||||
| Interest income | $ | 13,197 | $ | 11,406 | $ | 25,805 | $ | 22,403 | ||||
| Interest expense | 2,286 | 1,411 | 4,394 | 2,751 | ||||||||
| Net interest income | 10,911 | 9,995 | 21,411 | 19,652 | ||||||||
| Provision for loan losses | 690 | 354 | 1,241 | 708 | ||||||||
| Noninterest income | 2,316 | 2,141 | 4,582 | 4,193 | ||||||||
| Noninterest expense | 6,535 | 6,247 | 12,957 | 12,208 | ||||||||
| Income before taxes | 6,002 | 5,535 | 11,795 | 10,929 | ||||||||
| Tax provision | 889 | 951 | 1,819 | 1,965 | ||||||||
| Net Income | $ | 5,113 | $ | 4,584 | $ | 9,976 | $ | 8,964 | ||||
| Basic and diluted EPS | $ | 0.60 | $ | 0.54 | $ | 1.17 | $ | 1.05 | ||||
| Weighted average shares outstanding | 8,537,010 | 8,537,814 | 8,537,412 | 8,537,814 | ||||||||
| Dividends declared per share ^4^ | $ | 0.11 | $ | 0.10 | $ | 0.22 | $ | 0.20 | ||||
| Selected Financial Ratios | ||||||||||||
| Return on average assets^1^ | 1.44 | % | 1.57 | % | 1.46 | % | 1.55 | % | ||||
| Return on average equity^1^ | 17.29 | % | 18.03 | % | 17.16 | % | 17.98 | % | ||||
| Net interest rate spread^1^ | 2.99 | % | 3.37 | % | 3.06 | % | 3.34 | % | ||||
| Net interest margin^1^ | 3.11 | % | 3.47 | % | 3.18 | % | 3.44 | % | ||||
| Fully taxable-equivalent net interest margin^2^ | 3.29 | % | 3.65 | % | 3.36 | % | 3.61 | % | ||||
| Efficiency ratio^3^ | 49.41 | % | 51.47 | % | 49.85 | % | 51.20 | % | ||||
| Non-performing assets to total assets | 0.25 | % | 0.31 | % | ||||||||
| Non-performing loans to net loans | 0.40 | % | 0.48 | % | ||||||||
| Allowance for loan losses to non-performing loans | 413.85 | % | 350.66 | % | ||||||||
| Allowance for loan losses to total loans | 1.62 | % | 1.66 | % | ||||||||
| Shareholders’ equity to total assets | 8.35 | % | 8.71 | % | ||||||||
| Dividend payout ratio^4^ | 18.80 | % | 19.05 | % | ||||||||
| Actual dividends paid to net income^5^ | 13.79 | % | 13.96 | % | ||||||||
| Book value per share | $ | 14.12 | $ | 12.20 |
^1^Ratios are annualized when necessary.
^2^ Interest income calculated on a taxable-equivalent basis includes the additional interest income that would have been earned if the Company’s investment in tax-exempt securities and loans had been subject to federal and New York State income taxes yielding the same after-tax income. The rate used for this adjustment was 21% for federal income taxes and 3.32% for New York State income taxes for the periods ended December 31, 2019 and 2018. The following table summarizes the adjustments made to arrive at the fully taxable-equivalent net interest margin.
| For the three months ended | For the six months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Dollars in thousands) | 12/31/2019 | 12/31/2018 | 12/31/2019 | 12/31/2018 | ||||||||
| Net interest income (GAAP) | $ | 10,911 | $ | 9,995 | $ | 21,411 | $ | 19,652 | ||||
| Tax-equivalent adjustment | 627 | 493 | 1,203 | 962 | ||||||||
| Net interest income (fully taxable-equivalent basis) | $ | 11,538 | $ | 10,488 | $ | 22,614 | $ | 20,614 | ||||
| Average interest-earning assets | $ | 1,403,622 | $ | 1,150,768 | $ | 1,345,295 | $ | 1,142,434 | ||||
| Net interest margin (fully taxable-equivalent basis) | 3.29 | % | 3.65 | % | 3.36 | % | 3.61 | % |
^3^ The efficiency ratio has been calculated as noninterest expense divided by the sum of net interest income and noninterest income.
^4^The dividend payout ratio has been calculated based on the dividends declared per share divided by basic earnings per share. No adjustments have been made to account for dividends waived by Greene County Bancorp, MHC (“MHC”), the Company’s majority shareholder, owning 54.0% of the shares outstanding.
^5^Dividends declared divided by net income. The MHC waived its right to receive dividends declared during the three months ended September 30, 2019. Dividends declared during the three months ended December 31, 2019 were paid to the MHC. Dividends declared during the three months ended September 30, 2018 were paid to the MHC. The MHC waived its right to receive dividends during the three months ended December 31, 2018. The MHC’s ability to waive the receipt of dividends is dependent upon annual approval of its members as well as receiving the non-objection of the Federal Reserve Board.
The above information is preliminary and based on the Company’s data available at the time of presentation.
^^
Greene County Bancorp, Inc.
Consolidated Statements of Financial Condition (Unaudited)
| At<br><br> <br>December 31, 2019 | At<br><br> <br>June 30, 2019 | |||||
|---|---|---|---|---|---|---|
| (Dollars In thousands, except share data) | ||||||
| Assets | ||||||
| Total cash and cash equivalents | $ | 34,542 | $ | 29,538 | ||
| Long term certificate of deposit | 3,626 | 2,875 | ||||
| Securities- available for sale, at fair value | 192,999 | 122,728 | ||||
| Securities- held to maturity, at amortized cost | 331,989 | 304,208 | ||||
| Equity securities, at fair value | 265 | 253 | ||||
| Federal Home Loan Bank stock, at cost | 3,554 | 1,759 | ||||
| Gross loans receivable | 864,186 | 798,105 | ||||
| Less: Allowance for loan losses | (13,984 | ) | (13,200 | ) | ||
| Unearned origination fees and costs, net | 863 | 833 | ||||
| Net loans receivable | 851,065 | 785,738 | ||||
| Premises and equipment | 13,273 | 13,255 | ||||
| Accrued interest receivable | 6,810 | 5,853 | ||||
| Foreclosed real estate | 303 | 53 | ||||
| Prepaid expenses and other assets | 5,525 | 3,202 | ||||
| Total assets | $ | 1,443,951 | $ | 1,269,462 | ||
| Liabilities and shareholders’ equity | ||||||
| Noninterest bearing deposits | $ | 110,100 | $ | 107,469 | ||
| Interest bearing deposits | 1,134,558 | 1,013,100 | ||||
| Total deposits | 1,244,658 | 1,120,569 | ||||
| Borrowings from FHLB, short term | 48,900 | 8,000 | ||||
| Borrowings from FHLB, long term | 12,600 | 13,600 | ||||
| Accrued expenses and other liabilities | 17,247 | 14,924 | ||||
| Total liabilities | 1,323,405 | 1,157,093 | ||||
| Total shareholders’ equity | 120,546 | 112,369 | ||||
| Total liabilities and shareholders’ equity | $ | 1,443,951 | $ | 1,269,462 | ||
| Common shares outstanding | 8,536,414 | 8,537,814 | ||||
| Treasury shares | 74,926 | 73,526 |
The above information is preliminary and based on the Company’s data available at the time of presentation.