8-K
QCR HOLDINGS INC (QCRH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event
Reported): December 12, 2023
QCR Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 0-22208 | 42-1397595 |
|---|---|---|
| (State or Other Jurisdiction of<br><br> Incorporation) | (Commission File Number) | (I.R.S. Employer Identification <br><br>Number) |
| 3551 Seventh Street, Moline, Illinois 61265 | ||
| --- | ||
| (Address of Principal Executive Offices) (Zip Code) |
(309) 736-3584
(Registrant's telephone number, including area code)
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:
¨ 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<br> of each class | Trading<br> Symbol(s) | Name of each exchange on<br> which registered |
|---|---|---|
| Common Stock, $1.00 Par Value | QCRH | The Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 7.01. | Regulation FD Disclosure. |
|---|
On December 12, 2023, QCR Holdings, Inc. (the “Company”) issued a press release disclosing the completion of two securitizations. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is being “furnished” and will not, except to the extent required by applicable law or regulation, be deemed “filed” by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor will any of such information or exhibits be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| 99.1 | Press Release dated December 12, 2023. |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| QCR Holdings, Inc. | ||
|---|---|---|
| Date: December 12, 2023 | By: | /s/ Todd A. Gipple |
| Todd A. Gipple | ||
| President and Chief Financial Officer |
Exhibit 99.1
| PRESS RELEASE | FOR IMMEDIATE RELEASE |
|---|
QCR Holdings, Inc.Announces Closing of First Two Securitizations
by Cedar RapidsBank & Trust
Selling $265MMof LIHTC Loans During the Fourth Quarter
Moline, IL, December 12, 2023 – QCR Holdings, Inc. (NASDAQ: QCRH) (the “Company”) today announced the successful closing of two securitizations with a total of $265 million of low-income housing tax credit (“LIHTC”) loans sold by Cedar Rapids Bank & Trust, a wholly-owned subsidiary of the Company. The first securitization consisted of $130 million of tax-exempt LIHTC loans and was part of the Freddie Mac-sponsored M-Series. The second securitization consisted of $135 million of taxable LIHTC loans and was part of the Freddie Mac-sponsored Q-Series. Both transactions were designated as Social Bonds by Freddie Mac.
“We are very pleased to announce the successful closing of our first two securitizations,” said Larry J. Helling, Chief Executive Officer. “The ability to securitize these loans will be an important and effective tool in managing our liquidity and capital. This capability will also enhance the sustainability and continued growth of our LIHTC lending and related capital markets revenue and further strengthens this highly valuable part of our Company. Our intent is to continue to securitize portions of our LIHTC loan portfolio on a recurring basis.”
“Since the inception of our LIHTC lending program, we are proud to have helped finance 371 projects consisting of over 24 thousand affordable housing units,” continued Mr. Helling. “Our clients continue to experience strong demand for their projects as the need for affordable multi-family housing far exceeds supply. Securitization will allow us to continue to support this growing need in the future.”
Upon closing of the securitizations and the selling of $265 million of LIHTC loans, the Company recognized a net gain on sale of $664 thousand.
About Us
QCR Holdings, Inc., headquartered in Moline, Illinois, is a relationship-driven, multi-bank holding company serving the Quad Cities, Cedar Rapids, Cedar Valley, Des Moines/Ankeny and Springfield communities through its wholly owned subsidiary banks. The banks provide full-service commercial and consumer banking and trust and wealth management services. Quad City Bank & Trust Company, based in Bettendorf, Iowa, commenced operations in 1994, Cedar Rapids Bank & Trust Company, based in Cedar Rapids, Iowa, commenced operations in 2001, Community State Bank, based in Ankeny, Iowa, was acquired by the Company in 2016, Springfield First Community Bank, based in Springfield, Missouri, was acquired by the Company in 2018, and Guaranty Bank, also based in Springfield, Missouri, was acquired by the Company and merged with Springfield First Community Bank on April 1, 2022, with the combined entity operating under the Guaranty Bank name. Additionally, the Company serves the Waterloo/Cedar Falls, Iowa community through Community Bank & Trust, a division of Cedar Rapids Bank & Trust Company. Quad City Bank & Trust Company offers equipment loans and leases to businesses through its wholly owned subsidiary, m2 Equipment Finance, LLC, based in Brookfield, Wisconsin, and also provides correspondent banking services. The Company has 36 locations in Iowa, Missouri, Wisconsin and Illinois. As of September 30, 2023, the Company had $8.5 billion in assets, $6.6 billion in loans and $6.5 billion in deposits. For additional information, please visit the Company’s website at www.qcrh.com.
Special Note Concerning Forward-LookingStatements***.*** This document contains, and future oral and written statements of the Company and its managementmay contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to thefinancial condition, results of operations, plans, objectives, future performance and business of the Company. Forward-looking statements,which may be based upon beliefs, expectations and assumptions of the Company’s management and on information currently availableto management, are generally identifiable by the use of words such as “believe,” “expect,” “anticipate,” “bode”, “predict,” “suggest,” “project”, “appear,” “plan,” “intend,” “estimate,” ”annualize,” “may,” “will,” “would,” “could,” “should,” “likely,” “might,” “potential,” “continue,” “annualized,” “target,” “outlook,” as well as the negative forms of those words, or other similar expressions. Additionally, all statements in thisdocument, including forward-looking statements, speak only as of the date they are made, and the Company undertakes no obligation to updateany statement in light of new information or future events.
A number of factors, many of which are beyond the ability of theCompany to control or predict, could cause actual results to differ materially from those in its forward-looking statements. These factorsinclude, among others, the following: (i) the strength of the local, state, national and international economies(including effectsof inflationary pressures and supply chain constraints); (ii) the economic impact of any future terrorist threats and attacks, widespreaddisease or pandemics (including the COVID-19 pandemic in the United States), acts of war or other threats thereof (including the Israeli-Palestinianconflict and the Russian invasion of Ukraine), or other adverse external events that could cause economic deterioration or instabilityin credit markets, and the response of the local, state and national governments to any such adverse external events; (iii) changesin accounting policies and practices, as may be adopted by state and federal regulatory agencies, the FASB or the PCAOB; (iv) changesin local, state and federal laws, regulations and governmental policies concerning the Company’s general business and any changesin response to the recent failures of other banks; (v) changes in interest rates and prepayment rates of the Company’s assets(including the impact of LIBOR phase-out and the recent potential additional rate increases by the Federal Reserve); (vi) increasedcompetition in the financial services sector, including from non-bank competitors such as credit unions and “fintech” companies,and the inability to attract new customers; (vii) changes in technology and the ability to develop and maintain secure and reliableelectronic systems; (viii) unexpected results of acquisitions, which may include failure to realize the anticipated benefits of acquisitionsand the possibility that transaction costs may be greater than anticipated; (ix) the loss of key executives or employees; (x) changesin consumer spending; (xi) unexpected outcomes of existing or new litigation involving the Company; (xii) the economic impactof exceptional weather occurrences such as tornadoes, floods and blizzards; (xiii) fluctuations in the value of securities held inour securities portfolio; (xiv) concentrations within our loan portfolio, large loans to certain borrowers, and large deposits fromcertain clients; (xv) the concentration of large deposits from certain clients who have balances above current FDIC insurance limitsand may withdraw deposits to diversity their exposure; (xvi) the level of non-performing assets on our balance sheets; (xvii) interruptionsinvolving our information technology and communications systems or third-party servicers; (xviii) breaches or failures of our informationsecurity controls or cybersecurity-related incidents, and (xixi) the ability of the Company to manage the risks associated with the foregoingas well as anticipated. These risks and uncertainties should be considered in evaluating forward-looking statements and undue relianceshould not be placed on such statements. Additional information concerning the Company and its business, including additional factorsthat could materially affect the Company’s financial results, is included in the Company’s filings with the Securities andExchange Commission.
Contact:
Todd A. Gipple
President and Chief Financial Officer
(309) 743-7745
tgipple@qcrh.com
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