8-K

PEOPLES BANCORP OF NORTH CAROLINA INC (PEBK)

8-K 2020-10-19 For: 2020-10-19
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Added on April 12, 2026

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):  October 19, 2020

Peoples Bancorp of North Carolina, Inc.

(Exact Name of Registrant as Specified in Its Charter)

North Carolina

(State or Other Jurisdiction of Incorporation)

000-27205 56-2132396
(Commission File<br>No.) (IRS Employer<br>Identification No.)
518<br>West C Street, Newton, North Carolina 28658
--- ---
(Address of<br>Principal Executive Offices) (Zip<br>Code)

(828) 464-5620

(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))

Peoples<br>Bancorp of North Carolina, Inc.
INDEX
Page
Item<br>2.02 – Results of Operations and Financial<br>Condition 3
Item<br>9.01 – Financial Statements and Exhibits 3
Signatures 4
Exhibit<br>(99)(a) Press Release dated October 19, 2020 5

Item 2.02. Results of Operations and Financial Condition

On October 19, 2020, Peoples Bancorp of North Carolina, Inc. issued a press release announcing third quarter 2020 earnings results.

A copy of the press release is attached hereto as Exhibit (99)(a) and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits

(d)           Exhibits

(99)(a)     Press Release dated October 19, 2020

Disclosure about forward-looking statements

Statements made in this Form 8-K, other than those concerning historical information, should be considered forward-looking statements pursuant to the safe harbor provisions of the Securities Exchange Act of 1934 and the Private Securities Litigation Act of 1995. These forward-looking statements involve risks and uncertainties and are based on the beliefs and assumptions of management and on the information available to management at the time that this report was prepared. These statements can be identified by the use of words like “expect,” “anticipate,” “estimate,” and “believe,” variations of these words and other similar expressions. Readers should not place undue reliance on forward-looking statements as a number of important factors could cause actual results to differ materially from those in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, changes in interest rate environment, management’s business strategy, national, regional, and local market conditions and legislative and regulatory conditions.

The Company undertakes no obligation to publicly revise these forward-looking statements to reflect subsequent events or circumstances. Readers should also carefully review the risk factors described in other documents the Company files from time to time with the Securities and Exchange Commission.

3

SIGNATURES
Pursuant<br>to the requirements of the Securities Exchange Act of 1934, the<br>registrant has duly caused this report to be signed on its behalf<br>by the undersigned hereunto duly authorized.
PEOPLES<br>BANCORP OF NORTH CAROLINA, INC.
Date:<br>October 19, 2020 By: /s/<br>Jeffrey N. Hooper
Jeffrey<br>N. Hooper
Executive<br>Vice President and Chief Financial Officer

4

pebk_ex99a

Exhibit 99(a)

NEWS RELEASE

October 19, 2020

Contact:

Lance A. Sellers

President and Chief Executive Officer

Jeffrey N. Hooper

Executive Vice President and Chief Financial Officer

828-464-5620, Fax 828-465-6780

For Immediate Release

PEOPLES BANCORP ANNOUNCES THIRD QUARTER EARNINGS RESULTS

Peoples Bancorp of North Carolina, Inc. (NASDAQ: PEBK), the parent company of Peoples Bank, reported third quarter earnings results with highlights as follows:

Third quarter highlights:

Net earnings were $4.5 million or $0.78 basic and diluted net earnings per share for the three months ended September 30, 2020, as compared to $3.6 million or $0.62 basic net earnings per share and $0.61 diluted net earnings per share for the same period one year ago.

Year to date highlights:

Net earnings were $9.4 million or $1.62 basic and diluted net earnings per share for the nine months ended September 30, 2020, as compared to $11.1 million or $1.87 basic net earnings per share and $1.86 diluted net earnings per share for the same period one year ago.

Total loans increased $128.3 million to $973.9 million at September 30, 2020, compared to $845.6 million at September 30, 2019.

The Bank originated 1,127 Small Business Administration (SBA) Paycheck Protection Program (PPP) loans, totaling $99.0 million, during the nine months ended September 30, 2020. The Bank has received $4.0 million in fees from the SBA for PPP loans originated as of September 30, 2020. The Bank has recognized $361,000 PPP loan fee income as of September 30, 2020.

Core deposits were $1.2 billion or 97.92% of total deposits at September 30, 2020, compared to $928.3 million or 96.54% of total deposits at September 30, 2019.

Lance A. Sellers, President and Chief Executive Officer, attributed the increase in third quarter net earnings to an increase in non-interest income, which was partially offset by a decrease in net interest income, an increase in the provision for loan losses and an increase in non-interest expense during the three months ended September 30, 2020, compared to the three months ended September 30, 2019, as discussed below.

Net interest income was $10.9 million for the three months ended September 30, 2020, compared to $11.4 million for the three months ended September 30, 2019. The decrease in net interest income was primarily due to a $562,000 decrease in interest income, which was partially offset by a $52,000 decrease in interest expense. The decrease in interest income was primarily due to a $497,000 decrease in interest income on loans resulting from the 1.50% reduction in the Prime Rate in March 2020. The decrease in interest expense was primarily due to a decrease in the average outstanding balance of junior subordinated debentures. Net interest income after the provision for loan losses was $10.4 million for the three months ended September 30, 2020, compared to $11.0 million for the three months ended September 30, 2019. The provision for loan losses for the three months ended September 30, 2020 was $522,000, compared to $422,000 for the three months ended September 30, 2019. The increase in the provision for loan losses is primarily attributable to increases in the qualitative factors applied in the Company’s Allowance for Loan and Lease Losses (“ALLL”) model due to the impact to the economy from the COVID-19 pandemic and a $29.8 million increase in loans, excluding $98.4 million in SBA PPP loans, from September 30, 2019 to September 30, 2020. PPP loans are excluded from ALLL as PPP loans are 100 percent guaranteed by SBA. The ALLL model also includes reserves on $119.7 million in loans with payment modifications made in 2020 as a result of the COVID-19 pandemic.

Non-interest income was $7.1 million for the three months ended September 30, 2020, compared to $4.7 million for the three months ended September 30, 2019. The increase in non-interest income is primarily attributable to a $1.7 million increase in gains on sale of securities, a $560,000 increase in appraisal management fee income due to an increase in the volume of appraisals and a $374,000 increase in mortgage banking income due to increased mortgage loan volume, which were partially offset by a $383,000 decrease in service charges and fees primarily due to service charge and fee concessions associated with the COVID-19 pandemic.

Non-interest expense was $11.9 million for the three months ended September 30, 2020, compared to $11.3 million for the three months ended September 30, 2019. The increase in non-interest expense was primarily attributable to a $466,000 increase in appraisal management fee expense due to an increase in the volume of appraisals.

Year-to-date net earnings as of September 30, 2020 were $9.4 million or $1.62 basic and diluted net earnings per share for the nine months ended September 30, 2020, as compared to $11.1 million or $1.87 basic net earnings per share and $1.86 diluted net earnings per share for the same period one year ago. The decrease in year-to-date net earnings is primarily attributable to a decrease in net interest income, an increase in the provision for loan losses and an increase in non-interest expense, which were partially offset by an increase in non-interest income, as discussed below.

Year-to-date net interest income as of September 30, 2020 was $32.9 million, compared to $34.5 million for the same period one year ago. The decrease in net interest income was primarily due to a $1.2 million decrease in interest income and a $363,000 increase in interest expense. The decrease in interest income was primarily due to a $1.2 million decrease in interest income on loans resulting from the 1.50% reduction in the Prime Rate in March 2020. The increase in interest expense was primarily due to an increase in average outstanding balances of interest-bearing deposits and FHLB borrowings. Net interest income after the provision for loan losses was $29.4 million for the nine months ended September 30, 2020, compared to $33.8 million for the same period one year ago. The provision for loan losses for the nine months ended September 30, 2020 was $3.5 million, compared to $677,000 for the nine months ended September 30, 2019. The increase in the provision for loan losses is primarily attributable to increases in the qualitative factors applied in the Company’s ALLL model due to the impact to the economy from the COVID-19 pandemic and a $29.8 million increase in loans, excluding $98.4 million in SBA PPP loans, from September 30, 2019 to September 30, 2020. PPP loans are excluded from ALLL as PPP loans are 100 percent guaranteed by SBA. The ALLL model also includes reserves on $119.7 million in loans with payment modifications made in 2020 as a result of the COVID-19 pandemic.

Non-interest income was $17.0 million for the nine months ended September 30, 2020, compared to $13.2 million for the nine months ended September 30, 2019. The increase in non-interest income is primarily attributable to a $1.9 million increase in gains on sale of securities, a $1.7 million increase in appraisal management fee income due to an increase in the volume of appraisals and a $801,000 increase in mortgage banking income due to increased mortgage loan volume, which were partially offset by a $779,000 decrease in service charges and fees primarily due to service charge and fee concessions associated with the COVID-19 pandemic.

Non-interest expense was $34.8 million for the nine months ended September 30, 2020, compared to $33.4 million for the nine months ended September 30, 2019. The increase in non-interest expense was primarily due to an $1.3 million increase in appraisal management fee expense due to an increase in the volume of appraisals.

Income tax expense was $1.1 million for the three months ended September 30, 2020, compared to $834,000 for the three months ended September 30, 2019. The effective tax rate was 19.80% for the three months ended September 30, 2020, compared to 18.72% for the three months ended September 30, 2019. Income tax expense was $2.1 million for the nine months ended September 30, 2020, compared to $2.5 million for the nine months ended September 30, 2019. The effective tax rate was 18.31% for the nine months ended September 30, 2020, compared to 18.16% for the nine months ended September 30, 2019.

Total assets were $1.5 billion as of September 30, 2020, compared to $1.2 billion at September 30, 2019. Available for sale securities were $223.0 million as of September 30, 2020, compared to $186.3 million as of September 30, 2019. Total loans were $973.9 million as of September 30, 2020, compared to $845.6 million as of September 30, 2019.

Non-performing assets were $3.7 million or 0.25% of total assets at September 30, 2020, compared to $3.3 million or 0.27% of total assets at September 30, 2019. Non-performing assets include $3.3 million in commercial and residential mortgage loans, $272,000 in other loans and $128,000 in other real estate owned at September 30, 2020, compared to $3.1 million in commercial and residential mortgage loans, $146,000 in other loans and $26,000 in other real estate owned at September 30, 2019.

The allowance for loan losses at September 30, 2020 was $9.9 million or 1.02% of total loans, compared to $6.6 million or 0.78% of total loans at September 30, 2019. Management believes the current level of the allowance for loan losses is adequate; however, there is no assurance that additional adjustments to the allowance will not be required because of changes in economic conditions, regulatory requirements or other factors.

Deposits were $1.2 billion at September 30, 2020, compared to $961.6 million at September 30, 2019. Core deposits, which include noninterest-bearing demand deposits, NOW, MMDA, savings and non-brokered certificates of deposit of denominations less than $250,000, were $1.2 billion at September 30, 2020, compared to $928.3 million at September 30, 2019. Certificates of deposit in amounts of $250,000 or more totaled $24.7 million at September 30, 2020, compared to $33.1 million at September 30, 2019.

Securities sold under agreements to repurchase were $34.2 million at September 30, 2020, compared to $21.9 million at September 30, 2019.

FHLB borrowings totaled $70.0 million at September 30, 2020 and 2019.

Junior subordinated debentures were $15.5 million at September 30, 2020, compared to $20.6 million at September 30, 2019. The decrease in junior subordinated debentures is the result of a $5.0 million redemption of the Company’s outstanding trust preferred securities during the fourth quarter of 2019.

Shareholders’ equity was $139.5 million, or 9.54% of total assets, at September 30, 2020, compared to $132.7 million, or 10.85% of total assets, at September 30, 2019. The Company repurchased 126,800 shares of its common stock during the nine months ended September 30, 2020 under the Company’s stock repurchase program, which was funded in January 2020.

Peoples Bank currently operates 19 banking offices entirely in North Carolina, with offices in Catawba, Alexander, Lincoln, Mecklenburg, Iredell and Wake Counties. The Bank opened a new branch office on Westchase Boulevard in Raleigh, NC in August 2020 to relocate the Raleigh office from its previous location, which was closed in February 2020. The Bank closed its branch on Central Avenue in Charlotte, NC on October 2, 2020 due to space limitations. Central Avenue branch customers have been transferred to the Bank’s South Boulevard, Charlotte, NC branch. The Bank also operates loan production offices in Lincoln and Mecklenburg Counties. The Company’s common stock is publicly traded and is quoted on the Nasdaq Global Market under the symbol “PEBK.”

Statements made in this press release, other than those concerning historical information, should be considered forward-looking statements pursuant to the safe harbor provisions of the Securities Exchange Act of 1934 and the Private Securities Litigation Act of 1995. These forward-looking statements involve risks and uncertainties and are based on the beliefs and assumptions of management and on the information available to management at the time that this release was prepared. These statements can be identified by the use of words like “expect,” “anticipate,” “estimate,” and “believe,” variations of these words and other similar expressions. Readers should not place undue reliance on forward-looking statements as a number of important factors could cause actual results to differ materially from those in the forward-looking statements. Factors that could cause actual results to differ include, but are not limited to, (1) competition in the markets served by Peoples Bank, (2) changes in the interest rate environment, (3) general national, regional or local economic conditions may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and the possible impairment of collectibility of loans, (4) legislative or regulatory changes, including changes in accounting standards, (5) significant changes in the federal and state legal and regulatory environment and tax laws, (6) the impact of changes in monetary and fiscal policies, laws, rules and regulations and (7) other risks and factors identified in the Company’s other filings with the Securities and Exchange Commission, including but not limited to those described in the Company’s annual report on Form 10-K for the year ended December 31, 2019.

CONSOLIDATED BALANCE SHEETS

September 30, 2020, December 31, 2019 and September 30, 2019

(Dollars in thousands)

December<br>31,<br><br><br>2019 September<br>30,<br><br><br>2019
(Audited) (Unaudited)
ASSETS:
Cash and due from<br>banks $48,337 $48,605
Interest-bearing<br>deposits 720 80,948
Federal funds<br>sold 3,330 -
Cash and cash<br>equivalents 52,387 129,553
Investment<br>securities available for sale 195,746 186,263
Other<br>investments 4,231 7,239
Total<br>securities 199,977 193,502
Mortgage loans held<br>for sale 4,417 4,263
Loans 849,874 845,599
Less: Allowance for<br>loan losses (6,680) (6,578)
Net<br>loans 843,194 839,021
Premises and<br>equipment, net 18,604 18,730
Cash surrender<br>value of life insurance 16,319 16,222
Accrued interest<br>receivable and other assets 19,984 21,908
Total<br>assets $1,154,882 $1,223,199
LIABILITIES<br>AND SHAREHOLDERS' EQUITY:
Deposits:
Noninterest-bearing<br>demand $338,004 $339,081
NOW, MMDA &<br>savings 516,757 509,611
Time, 250,000 or<br>more 34,269 33,082
Other<br>time 77,487 79,794
Total<br>deposits 966,517 961,568
Securities sold<br>under agreements to repurchase 24,221 21,927
FHLB<br>borrowings - 70,000
Junior subordinated<br>debentures 15,619 20,619
Accrued interest<br>payable and other liabilities 14,405 16,402
Total<br>liabilities 1,020,762 1,090,516
Shareholders'<br>equity:
Series A preferred<br>stock, 1,000 stated value; authorized
5,000,000 shares;<br>no shares issued and outstanding - -
Common stock, no<br>par value; authorized
20,000,000 shares;<br>issued and outstanding
5,787,504 shares<br>9/30/20
5,912,300 shares<br>12/31/19, 5,912,300 shares 9/30/19 59,813 59,813
Retained<br>earnings 70,663 68,528
Accumulated other<br>comprehensive income 3,644 4,342
Total shareholders'<br>equity 134,120 132,683
Total liabilities<br>and shareholders' equity $1,154,882 $1,223,199

All values are in US Dollars.

CONSOLIDATED STATEMENTS OF INCOME

For the three and nine months ended September 30, 2020 and 2019

(Dollars in thousands, except per share amounts)

Three<br>months ended Nine<br>months ended
September<br>30, September<br>30,
2020 2019 2020 2019
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
INTEREST<br>INCOME:
Interest and fees<br>on loans $10,507 $11,004 $31,367 $32,517
Interest on due<br>from banks 19 87 103 136
Interest on federal<br>funds sold 33 - 178 -
Interest on<br>investment securities:
U.S. Government<br>sponsored enterprises 528 628 1,864 1,942
State and political<br>subdivisions 717 671 2,042 2,265
Other 64 40 202 128
Total interest<br>income 11,868 12,430 35,756 36,988
INTEREST<br>EXPENSE:
NOW, MMDA &<br>savings deposits 482 455 1,455 1,057
Time<br>deposits 224 259 725 581
FHLB<br>borrowings 103 21 269 70
Junior subordinated<br>debentures 76 210 296 656
Other 57 49 150 168
Total interest<br>expense 942 994 2,895 2,532
NET<br>INTEREST INCOME 10,926 11,436 32,861 34,456
PROVISION<br>FOR LOAN LOSSES 522 422 3,460 677
NET<br>INTEREST INCOME AFTER
PROVISION<br>FOR LOAN LOSSES 10,404 11,014 29,401 33,779
NON-INTEREST<br>INCOME:
Service<br>charges 809 1,178 2,635 3,409
Other service<br>charges and fees 188 202 543 548
Gain/(loss) on sale<br>of securities 1,688 (5) 2,145 226
Mortgage banking<br>income 750 376 1,635 834
Insurance and<br>brokerage commissions 200 206 647 642
Appraisal<br>management fee income 1,871 1,311 4,955 3,285
Miscellaneous 1,626 1,440 4,406 4,269
Total non-interest<br>income 7,132 4,708 16,966 13,213
NON-INTEREST<br>EXPENSES:
Salaries and<br>employee benefits 5,737 5,695 16,996 17,060
Occupancy 1,943 1,861 5,725 5,409
Appraisal<br>management fee expense 1,478 1,012 3,845 2,538
Other 2,756 2,699 8,249 8,420
Total non-interest<br>expense 11,914 11,267 34,815 33,427
EARNINGS BEFORE<br>INCOME TAXES 5,622 4,455 11,552 13,565
INCOME<br>TAXES 1,113 834 2,115 2,464
NET<br>EARNINGS $4,509 $3,621 $9,437 $11,101
PER<br>SHARE AMOUNTS
Basic net<br>earnings $0.78 $0.62 $1.62 $1.87
Diluted net<br>earnings $0.78 $0.61 $1.62 $1.86
Cash<br>dividends $0.15 $0.14 $0.60 $0.52
Book<br>value $24.10 $22.44 $24.10 $22.44

FINANCIAL HIGHLIGHTS

For the three and nine months ended September 30, 2020 and 2019

(Dollars in thousands)

Three<br>months ended Nine<br>months ended
September<br>30, September<br>30,
2020 2019 2020 2019
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
SELECTED<br>AVERAGE BALANCES:
Available for sale<br>securities $200,101 $180,439 $194,710 $185,107
Loans 970,529 840,523 926,663 829,385
Earning<br>assets 1,343,323 1,044,159 1,235,660 1,028,573
Assets 1,438,238 1,139,256 1,332,249 1,122,226
Deposits 1,170,627 939,254 1,083,089 916,420
Shareholders'<br>equity 140,007 131,890 140,191 132,053
SELECTED<br>KEY DATA:
Net interest margin<br>(tax equivalent) 3.28% 4.41% 3.60% 4.56%
Return on average<br>assets 1.25% 1.26% 0.95% 1.32%
Return on average<br>shareholders' equity 12.81% 10.89% 8.99% 11.24%
Shareholders'<br>equity to total assets (period end) 9.54% 10.85% 9.54% 10.85%
ALLOWANCE<br>FOR LOAN LOSSES:
Balance, beginning<br>of period $9,433 $6,541 $6,680 $6,445
Provision for loan<br>losses 522 422 3,460 677
Charge-offs (152) (551) (529) (911)
Recoveries 89 166 281 367
Balance, end of<br>period $9,892 $6,578 $9,892 $6,578
ASSET<br>QUALITY:
Non-accrual<br>loans $3,475 $3,258
90 days past due<br>and still accruing 84 -
Other real estate<br>owned 128 26
Total<br>non-performing assets $3,687 $3,284
Non-performing<br>assets to total assets 0.25% 0.27%
Loans modifications<br>related to COVID-19 $119,706 $-
Allowance for loan<br>losses to non-performing assets 268.29% 200.30%
Allowance for loan<br>losses to total loans 1.02% 0.78%
LOAN<br>RISK GRADE ANALYSIS:
--- --- ---
Percentage<br>of Loans
By<br>Risk Grade
9/30/20 9/30/19
Risk Grade 1<br>(excellent quality) 0.68% 0.60%
Risk Grade 2 (high<br>quality) 20.89% 25.00%
Risk Grade 3 (good<br>quality) 65.93% 61.91%
Risk Grade 4<br>(management attention) 9.89% 10.32%
Risk Grade 5<br>(watch) 1.90% 1.43%
Risk Grade 6<br>(substandard) 0.71% 0.74%
Risk Grade 7<br>(doubtful) 0.00% 0.00%
Risk Grade 8<br>(loss) 0.00% 0.00%

At September 30, 2020, including non-accrual loans, there were three relationships exceeding $1.0 million in the Watch risk grade (which totaled $8.0 million). There were no relationships exceeding $1.0 million in the Substandard risk grade.

(END)