8-K
NATIONAL BANKSHARES INC (NKSH)
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) April 23, 2020 (April 23, 2020)
National Bankshares, Inc.
(Exact name of Registrant as specified in its charter)
| Virginia | 0-15204 | 54-1375874 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) |
101 Hubbard Street
Blacksburg, VA 24060
(Address of principal executive offices)
(540) 951-6300
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report) Not applicable
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 | NKSH | 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, FINANCIAL STATEMENTS AND EXHIBITS |
|---|
On April 23, 2020, National Bankshares, Inc. issued a press release announcing and commenting on its financial results for the quarter ended March 31, 2020. A copy of the press release is attached as Exhibit 99.1.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS |
|---|---|
| (d) | Exhibits |
| --- | --- |
| 99.1 | National Bankshares, Inc. Press Release, dated April 23, 2020. |
| --- | --- |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
NATIONAL BANKSHARES, INC.
Date: April 23, 2020
| By: /s/ F. BRAD DENARDO |
|---|
| F. Brad Denardo<br><br> <br>Chairman, President & CEO |
Page 2 of 2 Pages
ex_182189.htm
Exhibit 99.1
FOR IMMEDIATE RELEASE
| CONTACTS: | F. Brad Denardo, President & CEO | David K. Skeens, Treasurer & CFO |
|---|---|---|
| (540) 951-6213 bdenardo@nbbank.com | (540) 951-6347 dskeens@nbbank.com |
National Bankshares, Inc. Reports First Quarter Earnings
BLACKSBURG, Va., April 23, 2020 -- National Bankshares, Inc. **** (the “Company”) (NASDAQ: NKSH), parent company of The National Bank of Blacksburg, today announced its results of operations for the first quarter of 2020. The Company reported net income of $3.98 million, or $0.61 per common share, for the quarter ended March 31, 2020. National Bankshares, Inc. ended the first quarter of 2020 with total assets of $1.32 billion.
First Quarter 2020 Highlights
| ● | Net income decreased $0.46 million from $4.44 million for the quarter ended March 31, 2019 to $3.98 million for the quarter ended March 31, 2020. This decrease was due to a large one-time addition to Other Income in first quarter 2019 coupled with the allocation of $479,000 to the Allowance for Loan Losses this quarter to address the potential effects of the COVID-19 situation. |
|---|---|
| ● | Net loans increased $11.23 million or 1.58% from March 31, 2019 to $722.24 million as of March 31, 2020. |
| --- | --- |
| ● | Total deposits increased $47.98 million or 4.53% from March 31, 2019 to $1.11 billion as of March 31, 2020. |
| --- | --- |
| ● | Earnings per share decreased $0.04 from $0.65 for the quarter ended March 31, 2019 to $0.61 for the quarter ended March 31, 2020. |
| --- | --- |
| ● | Return on average assets decreased to 1.22% for the quarter ended March 31, 2020, from 1.34% for the quarter ended March 31, 2019. |
| --- | --- |
| ● | Return on average equity decreased to 8.42% for the quarter ended March 31, 2020, from 8.91% for the quarter ended March 31, 2019. |
| --- | --- |
| ● | Stock repurchases have been suspended for the foreseeable future. |
| --- | --- |
F. Brad Denardo, National Bankshares Chairman, President and CEO stated, “The coronavirus (COVID-19) pandemic poses an unprecedented challenge to our world, to our nation, and to our local communities. Our priority is helping our customers and our communities get through this crisis while protecting the health and well-being of our employees and the people we serve.”
Mr. Denardo added, “Our first quarter results continue to reflect the underlying strength of our business model, with gains in total assets, net loans, and interest income. Despite the economic uncertainties presented by COVID-19, National Bankshares remains strong and well-capitalized. We are confident that our balance sheet strength will allow us to meet the credit and liquidity needs of our customers and community during this critical period.”
He continued, “The large addition to the Allowance for Loan Losses, up to the maximum amount allowed by bank policy, is indicative of the Company’s evaluation of its exposure to the possibility of increased loan losses related to the COVID-19 pandemic. We have further identified industry segments that are most impacted by the pandemic and are monitoring them closely.”
101 Hubbard Street / Blacksburg, Virginia 24060
P.O. Box 90002 / Blacksburg, Virginia 24062-9002
540 951-6300 / 800 552-4123
www.nationalbankshares.com
“The nation’s banks play an essential role in times of crisis, and this is a responsibility we take very seriously,” said Mr. Denardo. “We are working with customers directly and through emergency programs such as the Small Business Administration’s Paycheck Protection Program to help them navigate and survive the current economic upheaval. We are also taking all necessary precautions to protect public health while continuing to serve our customers. All of our branch offices have switched to drive-through only service with lobby service available for special needs. We are encouraging customers to use our online banking, mobile banking and ATM networks to safely conduct their everyday transactions. Internally, we have reduced office occupancy and facilitated telework whenever possible. I am very proud of our employees, who are working hard under extraordinary circumstances to follow health and safety guidelines while making sure our customers’ financial needs are met. And we are thankful for our customers and shareholders, who continue to support National Bankshares during these challenging times.”
Non-GAAP Financial Measures
In addition to financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures that provide useful information for financial and operational decision making, evaluating trends and comparing financial results to other financial institutions. The non-GAAP financial measures presented in this document include the efficiency ratio and certain financial measures presented on a fully taxable-equivalent (“FTE”) basis. FTE basis is calculated using the federal statutory income tax rate of 21%. The Company believes certain non-GAAP financial measures enhance the understanding of its business and performance. Non-GAAP financial measures are supplemental and not a substitute for, or more important than, financial measure prepared in accordance with GAAP and may not be comparable to those reported by other financial institutions.
About National Bankshares
National Bankshares, Inc., headquartered in Blacksburg, Virginia, is the parent company of The National Bank of Blacksburg, which does business as National Bank, and of National Bankshares Financial Services, Inc. National Bank is a community bank operating from 25 full service offices and one loan production office throughout Southwest Virginia. National Bankshares Financial Services, Inc. is an investment and insurance subsidiary in the same trade area. The Company’s stock is traded on the NASDAQ Capital Market under the symbol “NKSH.” Additional information is available at www.nationalbankshares.com.
Forward-Looking Statements
Certain statements in this press release may be “forward-looking statements.” Forward-looking statements are statements that include projections, predictions, expectations or beliefs about future events or results that are not statements of historical fact and that involve significant risks and uncertainties. Although the Company believes that its expectations with regard to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual Company results will not differ materially from any future results implied by the forward-looking statements. Actual results may be materially different from past or anticipated results because of many factors, some of which may include changes in economic conditions, the interest rate environment, legislative and regulatory requirements, new products, competition, changes in the stock and bond markets and technology. The Company does not update any forward-looking statements that it may make.
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National Bankshares, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
| ( in thousands, except for share and per share data) | March 31,<br><br> <br>2019 | December 31,<br><br> <br>2019 | ||||||
|---|---|---|---|---|---|---|---|---|
| Assets | **** | **** | **** | **** | **** | **** | **** | **** |
| Cash and due from banks | 12,404 | $ | 15,332 | $ | 10,290 | |||
| Interest-bearing deposits | 71,898 | 53,381 | 76,881 | |||||
| Securities available for sale, at fair value | 439,019 | 404,645 | 435,263 | |||||
| Restricted stock | 1,279 | 1,220 | 1,220 | |||||
| Total securities | 440,298 | 405,865 | 436,483 | |||||
| Mortgage loans held for sale | 1,787 | 602 | 905 | |||||
| Loans: | ||||||||
| Loans, net of unearned income and deferred fees and costs | 729,483 | 718,371 | 733,451 | |||||
| Less allowance for loan losses | (7,240 | ) | (7,360 | ) | (6,863 | ) | ||
| Loans, net | 722,243 | 711,011 | 726,588 | |||||
| Premises and equipment, net | 10,058 | 8,830 | 8,919 | |||||
| Accrued interest receivable | 4,280 | 5,401 | 4,285 | |||||
| Other real estate owned, net | 1,584 | 2,025 | 1,612 | |||||
| Intangible assets and goodwill | 5,848 | 5,848 | 5,848 | |||||
| Bank-owned life insurance | 35,788 | 34,876 | 35,567 | |||||
| Other assets | 12,788 | 14,832 | 14,459 | |||||
| Total assets | 1,318,976 | $ | 1,258,003 | $ | 1,312,837 | |||
| Liabilities and Stockholders' Equity | **** | **** | **** | **** | **** | **** | **** | **** |
| Noninterest-bearing deposits | 210,131 | $ | 199,449 | $ | 201,866 | |||
| Interest-bearing demand deposits | 624,412 | 608,227 | 643,482 | |||||
| Savings deposits | 149,842 | 142,675 | 146,377 | |||||
| Time deposits | 123,798 | 109,854 | 128,028 | |||||
| Total deposits | 1,108,183 | 1,060,205 | 1,119,753 | |||||
| Accrued interest payable | 137 | 140 | 144 | |||||
| Other liabilities | 19,097 | 16,430 | 18,214 | |||||
| Total liabilities | 1,127,417 | 1,076,775 | 1,138,111 | |||||
| Stockholders' Equity | **** | **** | **** | **** | **** | **** | **** | **** |
| Preferred stock, no par value, 5,000,000 shares authorized; none issued and outstanding | --- | --- | --- | |||||
| Common stock of 1.25 par value. Authorized 10,000,000 shares; issued and outstanding 6,489,574 shares at March 31, 2020 and December 31, 2019 and 6,505,574 shares at March 31, 2019 | 8,112 | 8,132 | 8,112 | |||||
| Retained earnings | 188,099 | 180,637 | 184,120 | |||||
| Accumulated other comprehensive loss, net | (4,652 | ) | (7,541 | ) | (8,506 | ) | ||
| Total stockholders' equity | 191,559 | 181,228 | 183,726 | |||||
| Total liabilities and stockholders' equity | 1,318,976 | $ | 1,258,003 | $ | 1,321,837 |
All values are in US Dollars.
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National Bankshares, Inc. and Subsidiaries
Consolidated Statements of Income
(Unaudited)
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| ($ in thousands, except for per share data) | 2020 | 2019 | ||
| Interest Income | **** | **** | **** | **** |
| Interest and fees on loans | $ | 8,466 | $ | 8,269 |
| Interest on interest-bearing deposits | **** | 217 | 259 | |
| Interest on securities - taxable | **** | 2,356 | 1,683 | |
| Interest on securities - nontaxable | **** | 349 | 927 | |
| Total interest income | **** | 11,388 | 11,138 | |
| Interest Expense | **** | **** | **** | **** |
| Interest on time deposits | **** | 559 | 297 | |
| Interest on other deposits | **** | 1,237 | 1,496 | |
| Total interest expense | **** | 1,796 | 1,793 | |
| Net interest income | **** | 9,592 | 9,345 | |
| Provision for loan losses | **** | 479 | 200 | |
| Net interest income after provision for loan losses | **** | 9,113 | 9,145 | |
| Noninterest Income | **** | **** | **** | **** |
| Service charges on deposit accounts | **** | 582 | 590 | |
| Other service charges and fees | **** | 39 | 52 | |
| Credit card fees | **** | 306 | 309 | |
| Trust income | **** | 434 | 397 | |
| Bank-owned life insurance | **** | 221 | 219 | |
| Other income | **** | 533 | 910 | |
| Realized securities gain, net | **** | 20 | 12 | |
| Total noninterest income | **** | 2,135 | 2,489 | |
| Noninterest Expense | **** | **** | **** | **** |
| Salaries and employee benefits | **** | 3,979 | 3,821 | |
| Occupancy, furniture and fixtures | **** | 450 | 465 | |
| Data processing and ATM | **** | 791 | 751 | |
| FDIC assessment | **** | --- | 85 | |
| Net cost of other real estate owned | **** | 22 | 25 | |
| Franchise taxes | **** | 343 | 314 | |
| Other operating expenses | **** | 882 | 1,004 | |
| Total noninterest expense | **** | 6,467 | 6,465 | |
| Income before income tax expense | **** | 4,781 | 5,169 | |
| Income tax expense | **** | 802 | 726 | |
| Net Income | $ | 3,979 | $ | 4,443 |
| Basic net income per share | $ | 0.61 | $ | 0.65 |
| Fully diluted net income per share | $ | 0.61 | $ | 0.65 |
| Weighted average number of common shares outstanding | ||||
| Basic and diluted | **** | 6,489,574 | 6,839,733 | |
| Dividends declared per share | **** | --- | --- | |
| Dividend payout ratio | **** | --- | --- | |
| Book value per share | $ | 29.52 | $ | 27.86 |
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National Bankshares, Inc. and Subsidiaries
Consolidated Statements of Comprehensive Income
(Unaudited)
| ( in thousands) | 2019 | ||||
| Net income | 3,979 | $ | 4,443 | ||
| Other Comprehensive Income, Net of Tax | **** | **** | **** | **** | **** |
| Unrealized holding gain on available for sale securities net of tax of 1,028 in 2020 and 1,209 in 2019 | 3,870 | 4,553 | |||
| Reclassification adjustment for gain included in net income, net of tax of (4) in 2020 and (3) in 2019 | (16 | ) | (9 | ) | |
| Other comprehensive income, net of tax | 3,854 | $ | 4,544 | ||
| Total Comprehensive Income | 7,833 | $ | 8,987 |
All values are in US Dollars.
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Key Ratios and Other Data
(Unaudited)
| Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| ( $ in thousands ) | 2020 | 2019 | ||||
| Average Balances | **** | **** | **** | **** | **** | **** |
| Cash and due from banks | $ | 11,205 | $ | 11,243 | ||
| Interest-bearing deposits | **** | 66,583 | 44,264 | |||
| Securities available for sale | **** | 438,916 | 416,750 | |||
| Restricted stock | **** | 1,225 | 1,220 | |||
| Mortgage loans held for sale | **** | 493 | 153 | |||
| Gross Loans | **** | 731,418 | 710,738 | |||
| Loans, net | **** | 723,971 | 702,716 | |||
| Intangible assets | **** | 5,848 | 5,848 | |||
| Total assets | **** | 1,312,427 | 1,249,052 | |||
| Total deposits | **** | 1,104,176 | 1,046,003 | |||
| Stockholders' equity | **** | 189,516 | 187,429 | |||
| Interest-earning assets | **** | 1,233,067 | 1,177,910 | |||
| Interest-bearing liabilities | **** | 904,080 | 854,614 | |||
| Financial Ratios | **** | **** | **** | **** | **** | **** |
| Return on average assets ^(1)^ | **** | 1.22 | % | 1.34 | % | |
| Return on average equity ^(1)^ | **** | 8.42 | % | 8.91 | % | |
| Net interest margin | **** | 3.20 | % | 3.34 | % | |
| Net interest income-fully taxable equivalent | $ | 9,811 | $ | 9,712 | ||
| Efficiency ratio ^(2)^ | **** | 54.23 | % | 55.49 | % | |
| Average equity to average assets | **** | 14.44 | % | 15.01 | % | |
| Allowance for Loan Losses | **** | **** | **** | **** | **** | **** |
| Beginning balance | $ | 6,863 | $ | 7,390 | ||
| Provision for losses | **** | 479 | 200 | |||
| Charge-offs | **** | (175 | ) | (328 | ) | |
| Recoveries | **** | 73 | 98 | |||
| Ending balance | $ | 7,240 | $ | 7,360 | ||
| (1) | Return on average assets and return on average equity are calculated by annualizing net income to date. | |||||
| --- | --- | |||||
| (2) | Efficiency ratio is calculated as noninterest expense, less non-recurring items, divided by the sum of noninterest income and net interest income on a fully taxable equivalent basis | |||||
| --- | --- |
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Asset Quality Data
(Unaudited)
| ( $ in thousands ) | March 31, 2020 | March 31, 2019 | ||||
|---|---|---|---|---|---|---|
| Nonperforming Assets | **** | **** | **** | **** | **** | **** |
| Nonaccrual loans | $ | 261 | $ | 294 | ||
| Nonaccrual restructured loans | **** | 3,191 | 3,440 | |||
| Total nonperforming loans | **** | 3,452 | 3,734 | |||
| Other real estate owned | $ | 1,584 | $ | 2,025 | ||
| Total nonperforming assets | $ | 5,036 | $ | 5,759 | ||
| Accruing restructured loans | **** | 1,592 | 1,995 | |||
| Loans 90 days or more past due | $ | 170 | $ | 55 | ||
| Asset Quality Ratios | **** | **** | **** | **** | **** | **** |
| Nonperforming assets to loans net of unearned income and deferred fees, plus other real estate owned | **** | 0.69 | % | 0.80 | % | |
| Allowance for loans losses to total loans | **** | 0.99 | % | 1.02 | % | |
| Allowance for loan losses to nonperforming loans | **** | 209.73 | % | 197.11 | % | |
| Loans past due 90 days or more to loans net of unearned income and deferred fees | **** | 0.02 | % | 0.01 | % |
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