8-K

LCNB CORP (LCNB)

8-K 2020-07-20 For: 2020-07-20
View Original
Added on April 06, 2026

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): July 20, 2020

LCNB CORP.

(Exact name of Registrant as specified in its Charter)

Ohio 001-35292 31-1626393
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification Number)

2 North Broadway, Lebanon, Ohio 45036

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (513) 932-1414

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 (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))

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, No Par Value LCNB NASDAQ

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 July 20, 2020, LCNB Corp. issued an earnings release announcing its financial results for the three and six months ended June 30, 2020. A copy of the earnings release (Exhibit 99.1) and unaudited financial highlights (Exhibit 99.2) are attached and are furnished under this Item 2.02.

Item 7.01 Regulation FD Disclosure.

On July 20, 2020, LCNB Corp. issued an earnings release announcing its financial results for the three and six months ended June 30, 2020. A copy of the earnings release (Exhibit 99.1) and unaudited financial highlights (Exhibit 99.2) are attached and are furnished under this Item 7.01.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.  Description

99.1 Earnings Press Release DatedJune20, 2020

99.2 Unaudited Financial Highlights

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.

LCNB CORP.
Date: July 20, 2020 By: /s/ Robert C. Haines II
Robert C. Haines II<br>Chief Financial Officer

Document

Exhibit 99.1

Press Release

July 20, 2020

LCNB CORP. REPORTS FINANCIAL RESULTS FOR

THE THREE AND SIX MONTHS ENDED JUNE 30, 2020

LEBANON, Ohio--LCNB Corp. ("LCNB") (NASDAQ: LCNB) today announced net income of $5,057,000 (total basic and diluted earnings per share of $0.39) and $10,083,000 (total basic and diluted earnings per share of $0.78) for the three and six months ended June 30, 2020, respectively.  This compares to net income of $4,728,000 (total basic and diluted earnings per share of $0.36) and $9,355,000 (total basic and diluted earnings per share of $0.71) for the same three and six month periods in 2019.

Commenting on the financial results, LCNB President and Chief Executive Officer Eric Meilstrup said, "We are pleased to report strong financial results for the second quarter and first half of 2020, despite the challenging conditions resulting from the COVID-19 pandemic. Gross loans increased $92.0 million or 7.4% since December 31, 2019, including $45.5 million in Paycheck Protection Program ("PPP") loans. Total assets increased $96.0 million or 5.9% during the same period. LCNB's return on average assets was 1.19% and 1.21% for the respective three and six month periods in 2020 and return on average equity for the same periods was 8.63% and 8.69%. "

Net interest income for the three and six months ended June 30, 2020 was, respectively, $408,000 and $1,195,000 greater than the comparable periods in 2019, due to growth in the average balance of LCNB's loan portfolio, partially offset by a decrease in the average rate earned on that portfolio. Also contributing to the increase in net interest income was a decrease in the average rate paid on deposits. These net favorable items were partially offset by a decrease in average investment securities.

The provision for loan losses for the three months ended June 30, 2020 was $38,000 less than the comparable period in 2019 and the six month period was $1,240,000 greater than the comparable period in 2019. Approximately 69% of the increase in the provision for the six month period was due to an adjustment to the allowance for potential impacts from the economic recession caused by the COVID-19 pandemic. Non-accrual loans and loans past due 90 days or more and still accruing interest increased $928,000, from $2,986,000 or 0.24% of total loans at June 30, 2019 to $3,914,000 or 0.29% of total loans at June 30, 2020.

Non-interest income for the three and six months ended June 30, 2020 was, respectively, $321,000 and $1,388,000 greater than the comparable periods in 2019 primarily due to increases in fiduciary income, gains from sales of loans, and increases in income from bank owned life insurance, partially offset by a decrease in service charges and fees on deposit accounts. The increase for the six month period included gains from the sale of equity securities, which is recorded in other operating income in the consolidated condensed statements of income, and gains from the sale of debt securities. Income from bank owned life insurance increased partially due to new policies purchased in the third quarter 2019 and partially due to a mortality benefit received during the first quarter 2020.

Non-interest expense for the three and six months ended June 30, 2020 was, respectively, $283,000 and $655,000 greater than the comparable periods in 2019, primarily due to increases in salaries and employee benefits, partially offset by decreases in marketing expense and FDIC insurance premiums. Salaries and employee benefits increased primarily due to salary and wage increases and newly hired employees, including additional business development positions. An increase in health insurance costs also contributed to the increase in salaries and employee benefits. FDIC insurance premiums decreased due to a small bank assessment credit received during the first and second quarters 2020. LCNB has used the credit in full and anticipates subsequent quarterly premium payments will return to normal levels.

LCNB Corp. is a financial holding company headquartered in Lebanon, Ohio. Through its subsidiary, LCNB National Bank (the “Bank”), it serves customers and communities in Southwest and South Central Ohio. A financial institution with a long tradition for building strong relationships with customers and communities, the Bank offers convenient banking locations in Butler, Clermont, Clinton, Fayette, Franklin, Hamilton, Montgomery, Preble, Ross, and Warren Counties, Ohio. The Bank continually strives to exceed customer expectations and provides an array of services for all personal and business banking needs including checking, savings, online banking, personal lending, business lending, agricultural lending, business support, deposit and treasury, investment services, trust and IRAs and stock purchases. LCNB Corp. common shares are traded on the NASDAQ Capital Market Exchange® under the symbol “LCNB.” Learn more about LCNB Corp. at www.lcnb.com.

Certain statements made in this news release regarding LCNB’s financial condition, results of operations, plans, objectives, future performance and business, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as “anticipate”, “could”, “may”, “feel”, “expect”, “believe”, “plan”, and similar expressions. Please refer to LCNB’s Annual Report on Form 10-K for the year ended December 31, 2019, as well as its other filings with the SEC, for a more detailed discussion of risks, uncertainties and factors that could cause actual results to differ from those discussed in the forward-looking statements.

These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of LCNB’s business and operations. Additionally, LCNB’s financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These factors include, but are not limited to:

1.the success, impact, and timing of the implementation of LCNB’s business strategies;

2.the significant risks and uncertainties for LCNB's business, results of operations and financial condition, as well as its regulatory capital and liquidity ratios and other regulatory requirements, caused by the COVID-19 pandemic, which will depend on several factors, including the scope and duration of the pandemic, its influence on financial markets, the effectiveness of LCNB's work from home arrangements and staffing levels in operational facilities, the impact of market participants on which LCNB relies and actions taken by governmental authorities and other third parties in response to the pandemic;

3.LCNB’s ability to integrate recent and future acquisitions may be unsuccessful, or may be more difficult, time-consuming or costly than expected;

4.LCNB may incur increased charge-offs in the future;

5.LCNB may face competitive loss of customers;

6.changes in the interest rate environment may have results on LCNB’s operations materially different from those anticipated by LCNB’s market risk management functions;

7.changes in general economic conditions and increased competition could adversely affect LCNB’s operating results;

8.changes in regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact LCNB’s operating results;

9.LCNB may experience difficulties growing loan and deposit balances;

10.United States trade relations with foreign countries could negatively impact the financial condition of LCNB's customers, which could adversely affect LCNB 's operating results and financial condition;

11.deterioration in the financial condition of the U.S. banking system may impact the valuations of investments LCNB has made in the securities of other financial institutions resulting in either actual losses or other than temporary impairments on such investments;

12.difficulties with technology or data security breaches, including cyberattacks, that could negatively affect LCNB's ability to conduct business and its relationships with customers, vendors, and others;

13.adverse weather events and natural disasters and global and/or national epidemics; and

14.government intervention in the U.S. financial system, including the effects of recent legislative, tax, accounting and regulatory actions and reforms, including the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Jumpstart Our Business Startups Act, the Consumer Financial Protection Bureau, the capital ratios of Basel III as adopted by the federal banking authorities, and the Tax Cuts and Jobs Act.

Forward-looking statements made herein reflect management's expectations as of the date such statements are made. Such information is provided to assist shareholders and potential investors in understanding current and anticipated financial operations of LCNB and is included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of

  1. LCNB undertakes no obligation to update any forward-looking statement to reflect events or circumstances that arise after the date such statements are made.

Document

Exhibit 99.2

LCNB Corp. and Subsidiaries

Financial Highlights

(Dollars in thousands, except per share amounts)

(Unaudited)

Three Months Ended Six Months Ended
6/30/2020 3/31/2020 12/31/2019 9/30/2019 6/30/2019 6/30/2020 6/30/2019
Condensed Income Statement
Interest income $ 15,957 16,556 16,424 16,329 16,328 32,513 32,441
Interest expense 1,959 2,378 2,577 2,751 2,738 4,337 5,460
Net interest income 13,998 14,178 13,847 13,578 13,590 28,176 26,981
Provision (credit) for loan losses 16 1,173 (6) 264 54 1,189 (51)
Net interest income after provision 13,982 13,005 13,853 13,314 13,536 26,987 27,032
Non-interest income 3,319 3,839 3,222 3,356 2,998 7,158 5,770
Non-interest expense 11,116 11,072 11,007 10,982 10,833 22,188 21,533
Income before income taxes 6,185 5,772 6,068 5,688 5,701 11,957 11,269
Provision for income taxes 1,128 746 1,238 961 973 1,874 1,914
Net income $ 5,057 5,026 4,830 4,727 4,728 10,083 9,355
Amort/Accret income on acquired loans $ 294 667 400 302 355 961 579
Amort/Accret expenses on acquired interest-bearing liabilities $ 2 3 3 4 142 4 286
Tax-equivalent net interest income $ 14,006 14,254 13,937 13,679 13,700 28,319 27,236
Per Share Data
Dividends per share $ 0.18 0.18 0.18 0.17 0.17 0.36 0.34
Basic earnings per common share $ 0.39 0.39 0.37 0.36 0.36 0.78 0.71
Diluted earnings per common share $ 0.39 0.39 0.37 0.36 0.36 0.78 0.71
Book value per share $ 18.27 18.00 17.63 17.44 17.18 18.27 17.18
Tangible book value per share $ 13.47 13.18 12.78 12.57 12.31 13.47 12.31
Weighted average common shares outstanding:
Basic 12,940,975 12,926,077 12,912,106 12,932,950 13,192,691 12,933,528 13,237,909
Diluted 12,941,001 12,927,666 12,916,000 12,937,145 13,196,665 12,934,158 13,241,752
Shares outstanding at period end 12,975,879 12,969,076 12,936,783 12,927,463 12,978,554 12,975,879 12,978,554
Selected Financial Ratios
Return on average assets 1.19 % 1.23 % 1.17 % 1.13 % 1.16 % 1.21 % 1.15 %
Return on average equity 8.63 % 8.75 % 8.42 % 8.33 % 8.46 % 8.69 % 8.47 %
Return on average tangible equity 11.74 % 12.00 % 11.63 % 11.57 % 11.87 % 11.92 % 11.84 %
Dividend payout ratio 46.15 % 46.15 % 48.65 % 47.22 % 47.22 % 46.15 % 47.89 %
Net interest margin (tax equivalent) 3.70 % 3.92 % 3.76 % 3.67 % 3.72 % 3.81 % 3.71 %
Efficiency ratio (tax equivalent) 63.94 % 61.19 % 64.15 % 64.47 % 64.87 % 62.54 % 65.24 %
Selected Balance Sheet Items
Cash and cash equivalents $ 42,736 24,795 20,765 22,826 23,185
Debt and equity securities 194,883 183,123 219,791 239,730 246,701
Loans:
Commercial and industrial $ 125,492 85,356 78,306 71,576 79,513
Commercial, secured by real estate 833,286 829,461 804,953 797,842 793,863
Residential real estate 334,349 318,009 322,533 320,703 326,029
Consumer 32,859 28,955 25,232 23,918 19,649
Agricultural 11,071 10,519 11,509 11,525 10,843
Other, including deposit overdrafts 283 436 1,193 456 373
Deferred net origination fees (1,902) (349) (275) (128) (9)
Loans, gross 1,335,438 1,272,387 1,243,451 1,225,892 1,230,261
Less allowance for loan losses 5,016 5,008 4,045 4,167 4,112
Loans, net $ 1,330,422 1,267,379 1,239,406 1,221,725 1,226,149
Total earning assets $ 1,554,537 1,462,485 1,466,988 1,470,074 1,482,913
Total assets 1,735,332 1,636,280 1,639,308 1,644,447 1,642,012
Total deposits 1,438,921 1,345,872 1,348,280 1,355,383 1,357,959
Three Months Ended Six Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
6/30/2020 3/31/2020 12/31/2019 9/30/2019 6/30/2019 6/30/2020 6/30/2019
Selected Balance Sheet Items, continued
Long-term debt 33,998 35,996 40,994 41,990 41,986
Total shareholders’ equity 237,047 233,478 228,048 225,492 222,972
Equity to assets ratio 13.66 % 14.27 % 13.91 % 13.71 % 13.58 %
Loans to deposits ratio 92.81 % 94.54 % 92.22 % 90.45 % 90.60 %
Tangible common equity (TCE) $ 174,823 170,994 165,304 162,485 159,702
Tangible common assets (TCA) 1,673,108 1,573,796 1,576,564 1,581,440 1,578,742
TCE/TCA 10.45 % 10.87 % 10.49 % 10.27 % 10.12 %
Selected Average Balance Sheet Items
Cash and cash equivalents $ 46,292 25,101 26,501 28,293 29,523 35,712 27,332
Debt and equity securities 182,371 204,912 231,115 243,553 249,954 193,642 257,972
Loans $ 1,318,753 1,252,554 1,230,845 1,227,806 1,217,726 1,285,654 1,213,292
Less allowance for loan losses 4,998 3,938 4,076 3,986 4,088 4,468 4,081
Net loans $ 1,313,755 1,248,616 1,226,769 1,223,820 1,213,638 1,281,186 1,209,211
Total earning assets $ 1,528,610 1,462,946 1,469,469 1,480,096 1,479,225 1,495,779 1,479,924
Total assets 1,704,303 1,638,486 1,643,793 1,654,034 1,637,645 1,671,394 1,636,370
Total deposits 1,412,082 1,346,770 1,352,101 1,365,702 1,352,449 1,379,426 1,343,042
Short-term borrowings 82 1,415 622 468 243 749 11,675
Long-term debt 34,964 38,325 41,742 41,988 42,567 36,644 43,616
Total shareholders’ equity 235,587 231,058 227,595 225,216 224,203 233,322 222,844
Equity to assets ratio 13.82 % 14.10 % 13.85 % 13.62 % 13.69 % 13.96 % 13.62 %
Loans to deposits ratio 93.39 % 93.00 % 91.03 % 89.90 % 90.04 % 93.20 % 90.34 %
Asset Quality
Net charge-offs (recoveries) $ 8 210 115 209 68 218 (117)
Other real estate owned 0 0 197 197 197 0 197
Non-accrual loans 3,876 2,829 3,210 3,523 2,962 3,876 2,962
Loans past due 90 days or more and still accruing 38 39 24 38 24
Total nonperforming loans $ 3,914 2,868 3,210 3,523 2,986 3,914 2,986
Net charge-offs (recoveries) to average loans 0.00 % 0.07 % 0.04 % 0.07 % 0.02 % 0.03 % (0.02) %
Allowance for loan losses to total loans 0.38 % 0.39 % 0.33 % 0.34 % 0.33 % 0.38 % 0.33 %
Nonperforming loans to total loans 0.29 % 0.23 % 0.26 % 0.29 % 0.24 % 0.29 % 0.24 %
Nonperforming assets to total assets 0.23 % 0.18 % 0.21 % 0.23 % 0.19 % 0.23 % 0.19 %
Assets Under Management
LCNB Corp. total assets $ 1,735,332 1,636,280 1,639,308 1,644,447 1,642,012
Trust and investments (fair value) 516,076 455,974 435,664 411,724 382,462
Mortgage loans serviced 100,189 94,805 93,596 90,784 88,444
Cash management 116,615 77,471 75,948 117,530 71,973
Brokerage accounts (fair value) 255,276 235,278 268,059 262,038 260,202
Total assets managed $ 2,723,488 2,499,808 2,512,575 2,526,523 2,445,093

LCNB CORP. AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS

(Dollars in thousands)

June 30, 2020 (Unaudited) December 31, 2019
ASSETS:
Cash and due from banks $ 18,520 17,019
Interest-bearing demand deposits 24,216 3,746
Total cash and cash equivalents 42,736 20,765
Investment securities:
Equity securities with a readily determinable fair value, at fair value 2,163 2,312
Equity securities without a readily determinable fair value, at cost 2,099 2,099
Debt securities, available-for-sale, at fair value 153,529 178,000
Debt securities, held-to-maturity, at cost 27,237 27,525
Federal Reserve Bank stock, at cost 4,652 4,652
Federal Home Loan Bank stock, at cost 5,203 5,203
Loans, net 1,330,422 1,239,406
Premises and equipment, net 35,383 34,787
Operating leases right of use asset 5,532 5,444
Goodwill 59,221 59,221
Core deposit and other intangibles 3,558 4,006
Bank owned life insurance 41,596 41,667
Other assets 22,001 14,221
TOTAL ASSETS $ 1,735,332 1,639,308
LIABILITIES:
Deposits:
Noninterest-bearing $ 431,697 354,391
Interest-bearing 1,007,224 993,889
Total deposits 1,438,921 1,348,280
Long-term debt 33,998 40,994
Operating leases liability 5,558 5,446
Accrued interest and other liabilities 19,808 16,540
TOTAL LIABILITIES 1,498,285 1,411,260
COMMITMENTS AND CONTINGENT LIABILITIES
SHAREHOLDERS' EQUITY:
Preferred shares – no par value, authorized 1,000,000 shares, none outstanding
Common shares – no par value, authorized 19,000,000 shares at June 30, 2020 and December 31, 2019; issued 14,150,906 and 14,111,810 shares at June 30, 2020 and December 31, 2019, respectively 142,181 141,791
Retained earnings 109,845 104,431
Treasury shares at cost, 1,175,027 shares at June 30, 2020 and December 31, 2019 (18,847) (18,847)
Accumulated other comprehensive income, net of taxes 3,868 673
TOTAL SHAREHOLDERS' EQUITY 237,047 228,048
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,735,332 1,639,308

LCNB CORP. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF INCOME

(Dollars in thousands, except per share data)

(Unaudited)

Three Months Ended <br>June 30, Six Months Ended <br>June 30,
2020 2019 2020 2019
INTEREST INCOME:
Interest and fees on loans $ 14,822 14,662 30,049 29,200
Dividends on equity securities with a readily determinable fair value 13 15 27 32
Dividends on equity securities without a readily determinable fair value 12 16 28 32
Interest on debt securities, taxable 667 933 1,617 1,802
Interest on debt securities, non-taxable 254 417 539 961
Interest on interest-bearing time deposits 3 8
Other investments 189 282 253 406
TOTAL INTEREST INCOME 15,957 16,328 32,513 32,441
INTEREST EXPENSE:
Interest on deposits 1,732 2,464 3,849 4,750
Interest on short-term borrowings 2 7 221
Interest on long-term debt 227 272 481 489
TOTAL INTEREST EXPENSE 1,959 2,738 4,337 5,460
NET INTEREST INCOME 13,998 13,590 28,176 26,981
PROVISION (CREDIT) FOR LOAN LOSSES 16 54 1,189 (51)
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 13,982 13,536 26,987 27,032
NON-INTEREST INCOME:
Fiduciary income 1,201 1,058 2,304 2,092
Service charges and fees on deposit accounts 1,237 1,497 2,532 2,805
Net gains (losses) on sales of debt securities 1 221 (17)
Bank owned life insurance income 287 183 888 365
Gains from sales of loans 317 64 437 93
Other operating income 277 195 776 432
TOTAL NON-INTEREST INCOME 3,319 2,998 7,158 5,770
NON-INTEREST EXPENSE:
Salaries and employee benefits 6,648 6,243 13,416 12,405
Equipment expenses 289 278 576 544
Occupancy expense, net 723 744 1,405 1,507
State financial institutions tax 420 436 856 874
Marketing 258 297 435 599
Amortization of intangibles 260 260 520 517
FDIC insurance premiums, net 31 112 30 238
Contracted services 475 475 877 939
Other real estate owned 1 48 (9) 51
Merger-related expenses 20 87
Other non-interest expense 2,011 1,920 4,082 3,772
TOTAL NON-INTEREST EXPENSE 11,116 10,833 22,188 21,533
INCOME BEFORE INCOME TAXES 6,185 5,701 11,957 11,269
PROVISION FOR INCOME TAXES 1,128 973 1,874 1,914
NET INCOME $ 5,057 4,728 10,083 9,355
Dividends declared per common share $ 0.18 0.17 0.36 0.34
Earnings per common share:
Basic 0.39 0.36 0.78 0.71
Diluted 0.39 0.36 0.78 0.71
Weighted average common shares outstanding:
Basic 12,940,975 13,192,691 12,933,528 13,237,909
Diluted 12,941,001 13,196,665 12,934,158 13,241,752

Contacts

LCNB Corp.

Eric J. Meilstrup, CEO and President, 800-344-BANK

Robert C. Haines II, Executive Vice President and CFO, 800-344-BANK