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8-K

LINKBANCORP, Inc. (LNKB)

8-K 2022-08-01 For: 2022-08-01
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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): August 01, 2022

LINKBANCORP, Inc.

(Exact name of Registrant as Specified in Its Charter)

Pennsylvania 333-255908 82-5130531
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
3045 Market Street
Camp Hill, Pennsylvania 17011
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 855 569-2265
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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
None N/A N/A

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 August 1, 2022, LINKBANCORP, Inc. (the “Company”) issued a press release reporting its financial results at and for the three and six months ended June 30, 2022.

A copy of the press release is attached as Exhibit 99.1 to this report and is being furnished to the Securities and Exchange Commission and shall not be deemed filed for any purpose.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements of businesses acquired. None.
(b) Pro forma financial information. None.
(c) Shell company transactions. None.
(d) Exhibits.
99.1     Press release dated August 1, 2022
104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

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.

LINKBANCORP, INC.
Date: August 1, 2022 By: /s/ Carl D. Lundblad
Carl D. Lundblad<br>President

EX-99.1

img53420396_0.jpg

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:

Nicole Ulmer

Corporate and Investor Relations Officer

717.803.8895

IR@linkbancorp.com

LINKBANCORP, Inc. Announces Second Quarter 2022

Financial Results

August 1, 2022 – HARRISBURG, PA -- LINKBANCORP, Inc. (OTC Pink: LNKB) (the “Company”), the parent company of The Gratz Bank, including its LINKBANK division (the “Bank”) reported net income of $1.606 million, or $0.16 per diluted share, for the quarter ended June 30, 2022.

Second Quarter Highlights

• Net loans, exclusive of SBA PPP loans, grew $61.5 million during the second quarter, representing a 34% annualized growth rate

• Noninterest bearing deposits grew $19.1 million since March 31, 2022 or 46% annualized

• Net interest income increased to $7.85 million, an increase of $376 thousand over the linked quarter, including the impact of additional interest expense for subordinated notes issued April 8, 2022

Andrew Samuel, Chief Executive Officer, commented, “Every region of the Bank contributed to the tremendous growth in both quality commercial loans and low-cost deposits this quarter, including our new team members in the Delaware Valley Region. This is an incredible accomplishment by our teams and confirms the quality of talent we have been able to attract.” He continued, “With this momentum, we look forward to a strong second half of 2022 as we continue to welcome new clients and expand our impact in the communities we serve.”

Total assets were $1.060 billion at June 30, 2022 compared to $1.036 billion at March 31, 2022 and $932.8 million at December 31, 2021. Deposits and net loans as of June 30, 2022 totaled $902.4 million and $786.5 million, respectively, compared to deposits and net loans of $862.2 million and $727.6 million, respectively, at March 31, 2022 and $771.7 million and $711.7 million, respectively, at December 31, 2021. The loan growth from March 31, 2022 includes $61.5 million in primarily commercial organic loan growth including the impact of forgiven loans under the U.S. Small Business Administration (SBA) Paycheck Protection Program (PPP), which declined $8.1 million to $2.5 million at June 30, 2022. The $40.2 million increase in deposits from March 31, 2022 included a $19.1 million increase in noninterest bearing demand accounts, reflecting a continuing focus on growing low-cost transaction accounts.

As of June 30, 2022, the Company’s non-performing assets were $1.5 million, representing 0.14% of total assets. Non-performing assets at June 30, 2022 excluded purchased credit impaired loans with a balance of $6.5 million. The allowance for loan losses measured 0.49% of total loans, or approximately 0.89% of the non-purchased portfolio, at June 30, 2022. The total reserve when including the allowance for loan losses and the credit fair value adjustment made to loans acquired in the GNB Financial merger totaled $10.0 million or approximately 1.26% of the combined portfolio at June 30, 2022.

Net interest income before the provision for loan losses for the second quarter of 2022 increased to $7.9 million compared to $7.5 million in the first quarter of 2022 primarily as a result of average loan growth and the impact of recent interest rate increases, offset by the additional interest expense of subordinated notes issued early in the quarter. Net interest income does not include recognition of any fees from SBA PPP loans, which were included in purchase accounting adjustments in connection with the GNB Financial merger. Net interest margin remained relatively steady at 3.38% for the second quarter of 2022 as compared to 3.40% for the first quarter of 2022 and is anticipated to experience modest expansion in the current rising interest rate environment given the Company’s asset-sensitive balance sheet.

Noninterest income experienced a slight decrease from $711 thousand in the first quarter of 2022 to $696 thousand in the second quarter of 2022, and noninterest expense for the second quarter of 2022 was generally stable at $6.2 million, compared to $6.1 million for the first quarter of 2022.

Shareholders’ equity decreased from $106.3 million at March 31, 2022 to $104.8 million at June 30, 2022 due to a $2.6 million increase in accumulated other comprehensive (loss) income as a result of an increased unrealized losses on available-for-sale securities due to the increase in market interest rates. The unrealized loss was partially offset by net income less dividends declared.

The Bank’s regulatory capital ratios were further strengthened during the quarter, reflecting the additional $15 million in capital contributed to the Bank following completion of the Company’s $20.0 million private placement of Fixed-to-Floating Rate Subordinated Notes due 2032 on April 8, 2022.

ABOUT LINKBANCORP, Inc.

LINKBANCORP, Inc. was formed in 2018 with a mission to positively impact lives through community banking. Its subsidiary bank, The Gratz Bank, is a Pennsylvania state-chartered bank serving individuals, families, nonprofits and business clients throughout Central and Southeastern Pennsylvania through 10 client solutions centers of The Gratz Bank and LINKBANK, a division of The Gratz Bank. LINKBANCORP, Inc. common stock is traded over the counter (OTC Pink) under the symbol “LNKB”. For further company information, visit ir.linkbancorp.com.

Forward Looking Statements

This press release 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 associated with newly developed or acquired operations; changes in general economic trends, including inflation and changes in interest rates; increased competition; changes in consumer demand for financial services; our ability to control costs and expenses; adverse developments in borrower industries and, in particular, declines in real estate values; changes in and compliance with federal and state laws that regulate our business and capital levels; our ability to raise capital as needed; and the effects of the COVID-19 pandemic and actions taken by governments, businesses and individuals in response. The Company does not undertake, and specifically disclaims, 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.

LINKBANCORP, Inc. and Subsidiary
Consolidated Balance Sheet (Unaudited)
March 31, 2022 December 31, 2021 June 30, 2021
(In Thousands, except share and per share data)
ASSETS
Noninterest-bearing cash equivalents 7,563 $ 6,425 $ 8,620 $ 6,079
Interest-bearing deposits with other institutions 55,433 102,704 13,970 18,913
Cash and cash equivalents 62,996 109,129 22,590 24,992
Certificates of deposit with other banks 11,088 12,828 12,828 14,570
Securities available for sale, at fair value 85,756 93,202 103,783 126,410
Securities held to maturity 28,816 5,000
Loans held for sale 4,074 3,860
Loans receivable, net of allowance for loan losses of 3,890 at June 30, 2022, 3,443 at March 31, 2022, 3,152 at December 31, 2021, and 2,878 at June 30, 2021 786,516 727,618 711,664 246,185
Investments in restricted bank stock 2,567 3,612 2,685 2,569
Premises and equipment, net 7,915 5,253 5,289 3,212
Right-of-Use Asset – Premises 4,513 4,605 4,680 342
Bank-owned life insurance 19,012 18,898 18,787 8,846
Goodwill and other intangible assets 37,020 37,085 37,152 2,482
Deferred tax asset 5,777 5,092 4,038 160
Accrued interest receivable and other assets 7,909 9,280 5,407 2,402
TOTAL ASSETS 1,059,885 $ 1,035,676 $ 932,763 $ 432,170
LIABILITIES
Deposits:
Demand, noninterest bearing 184,345 $ 165,228 $ 129,243 $ 74,664
Interest bearing 718,028 696,942 642,422 301,636
Total deposits 902,373 862,170 771,665 376,300
Other Borrowings 1,639 36,117 19,814 282
Subordinated Debt 40,585 20,653 20,696
Operating Lease Liabilities 4,513 4,606 4,680 342
Accrued interest payable and other liabilities 6,004 5,790 6,285 3,170
TOTAL LIABILITIES 955,114 929,336 823,140 380,094
SHAREHOLDERS’ EQUITY
Preferred stock
Common stock 101 99 99 57
Surplus 83,068 82,930 82,910 21,604
Retained earnings 26,491 25,623 24,836 27,823
Accumulated other comprehensive (loss) income (4,889 ) (2,312 ) 1,778 2,780
Treasury stock (188 )
TOTAL SHAREHOLDERS’ EQUITY 104,771 106,340 109,623 52,076
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 1,059,885 $ 1,035,676 $ 932,763 $ 432,170

All values are in US Dollars.

LINKBANCORP, Inc. and Subsidiary
Consolidated Statements of Operations (Unaudited)
Three Months Ended Six Months Ended
6/30/2022 3/31/2022 6/30/2021 6/30/2022 6/30/2021
(In Thousands, except share and per share data)
INTEREST AND DIVIDEND INCOME
Loans receivable, including fees $ 8,114 $ 7,763 $ 2,695 $ 15,877 $ 5,371
Other 981 619 638 1,600 1,286
Total interest and dividend income 9,095 8,382 3,333 17,477 6,657
INTEREST EXPENSE
Deposits 818 665 462 1,483 966
Other Borrowings 2 33 4 35 11
Subordinated Debt 422 207 629
Total interest expense 1,242 905 466 2,147 977
NET INTEREST INCOME BEFORE PROVISION FOR<br>   LOAN LOSSES 7,853 7,477 2,867 15,330 5,680
Provision for loan losses 395 280 44 675 91
NET INTEREST INCOME AFTER PROVISION FOR<br>   LOAN LOSSES 7,458 7,197 2,823 14,655 5,589
NONINTEREST INCOME
Service charges on deposit accounts 218 210 147 428 341
Bank-owned life insurance 114 110 50 224 95
Net realized gains on the sales of debt securities, available for sale 0 13 13
Gain on sale of loans 153 180 81 333 271
Other 211 198 366 409 507
Total noninterest income 696 711 644 1,407 1,214
NONINTEREST EXPENSE
Salaries and employee benefits 3,722 3,656 1,143 7,378 2,246
Occupancy 433 473 113 906 275
Equipment and data processing 595 597 230 1,192 468
Professional fees 307 228 (21 ) 535 250
FDIC insurance 138 204 29 342 59
Bank Shares Tax 201 183 86 384 173
Other 846 757 512 1,603 659
Total noninterest expense 6,242 6,098 2,092 12,340 4,130
Income before income tax expense 1,912 1,810 1,375 3,722 2,673
Income tax expense 306 286 202 592 375
NET INCOME $ 1,606 $ 1,524 $ 1,173 $ 3,130 $ 2,298
EARNINGS PER SHARE, BASIC $ 0.16 $ 0.16 $ 0.21 $ 0.32 $ 0.40
EARNINGS PER SHARE, DILUTED $ 0.16 $ 0.15 $ 0.21 $ 0.31 $ 0.40
WEIGHTED-AVERAGE COMMON SHARES<br>   OUTSTANDING,
BASIC 9,836,984 9,826,435 5,691,686 9,831,739 5,691,686
DILUTED 9,913,477 10,053,684 5,691,686 9,983,742 5,691,686
LINKBANCORP, Inc. and Subsidiary
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Financial Highlights (Unaudited)
For the Three Months Ended For the Six Months Ended
('Dollars In Thousands) 6/30/2022 3/31/2022 6/30/2022
Operating Highlights
Net Income $ 1,606 $ 1,524 $ 3,130
Net Interest Income 7,853 7,477 15,330
Provision for Loan Losses 395 280 675
Non-Interest Income 696 711 1,407
Non-Interest Expense 6,242 6,098 12,340
Selected Ratios
Net Interest Margin 3.38 % 3.40 % 3.39 %
Annualized Return on Assets 0.63 % 0.63 % 0.63 %
Annualized Return on Equity 6.13 % 5.72 % 5.91 %
6/30/2022 3/31/2022 12/31/2021
Financial Condition Data
Total Assets $ 1,059,885 $ 1,035,676 $ 932,763
Loans Held for Investment, Net 786,516 727,618 711,664
Noninterest-bearing Deposits 184,345 165,228 129,243
Interst-bearing Deposits 718,028 696,942 642,422
Total Deposits 902,373 862,170 771,665
Capital Ratios (Bank-Level)
Total Capital Ratio 12.42 % 11.14 % 11.50 %
Tier 1 Capital Ratio 11.94 % 10.67 % 11.02 %
Common Equity Tier 1 Capital Ratio 11.94 % 10.67 % 11.02 %
Leverage Ratio 10.10 % 8.71 % 8.85 %
Asset Quality Data
Non-performing Assets $ 1,494 $ 1,246 $ 1,410
Non-performing Assets to Total Assets 0.14 % 0.12 % 0.15 %
Non-performing Loans to Total Loans 0.19 % 0.17 % 0.20 %
Allowance for Loan Losses ("AFLL") $ 3,890 $ 3,443 $ 3,152
AFLL to Total Loans 0.49 % 0.47 % 0.44 %
AFLL to Nonperforming Assets 260.37 % 276.32 % 223.55 %
Due to the merger of LINKBANCORP, Inc. and GNB Financial Services, Inc. effective September 18, 2021, all periods prior to such date represent the results of GNB Financial Services, Inc. as the accounting acquirer in the merger.