8-K
United Bancshares Inc/Oh (UBOH)
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 21, 2021
UNITED BANCSHARES, INC.
(Exact name of Registrant as specified in its Charter)
| Ohio | 000-29283 | 34-1516518 |
|---|---|---|
| (State or other jurisdiction of<br><br> <br>incorporation) | (Commission File No.) | (IRS Employer Identification Number) |
| 105 Progressive Drive, Columbus Grove, Ohio | 45830-1241 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code: | (419) 659-2141 | |
| --- | --- |
N/A
(Former name or former address, if changed since last report)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of Each Exchange |
|---|---|---|
| Common Stock, No Par Value | UBOH | NASDAQ Global Market |
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)) |
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 April 21, 2021, United Bancshares, Inc. separately issued a quarterly report to shareholders, clients and team members and an earnings press release announcing its results of operations and financial condition for and as of, respectively, the three month period ended March 31, 2021, unaudited.
A copy of the earnings release (Exhibit 99.1) and quarterly report (Exhibit 99.2) are furnished herewith.
The information furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as otherwise stated in such filing.
Item 7.01 Regulation FD Disclosure.
On April 21, 2021, United Bancshares, Inc. separately issued a quarterly report to shareholders, clients and team members and a press release announcing its results of operations and financial condition for and as of, respectively, the three month period ended March 31, 2021, unaudited. The quarterly report to shareholders, clients and team members also announces the approval by its Board of Directors of a cash dividend of $0.17 per common share payable June 15, 2021 to shareholders of record at the close of business on May 28, 2021.
A copy of the release (Exhibit 99.1) and quarterly report (Exhibit 99.2) are furnished herewith.
The information furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act or the Exchange Act, except as otherwise stated in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated April 21, 2021 |
| 99.2 | Quarterly Report dated April 21, 2021 |
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.
| United Bancshares, Inc. | ||
|---|---|---|
| Date: April 21, 2021 | By: | /s/ Brian D. Young |
| Brian D. Young | ||
| President and Chief Executive Officer |
ex_242554.htm
Exhibit 99.1
On April 21, 2021, United Bancshares, Inc. issued the following release:
United Bancshares, Inc. (Nasdaq: UBOH – news), a financial holding company headquartered in Columbus Grove, Ohio with consolidated assets of $1.0 billion today announced operating results for the quarter ended March 31, 2021, unaudited.
For the quarter ended March 31, 2021, the Corporation reported net income of $4,117,000, or $1.26 basic earnings per share. This compares to the first quarter of 2020 net income of $1,088,000, or $0.33 basic earnings per share. The increase in operating results for the first quarter of 2021 as compared to the same period in 2020 was primarily attributable to an increase in net interest income of $1,531,000 (21.5%), an increase in non-interest income of $2,907,000 (102.6%), and a decrease in the provision for loan losses of $250,000 (45.5%), offset by an increase in non-interest expenses of $896,000 (10.9%), and an increase in the provision for income taxes of $763,000. The increase in net interest income resulted from Paycheck Protection Program (PPP) loans, including fees of $870,000, as well as a decrease in interest expense of $1,273,000 resulting from lower rates on deposits and a decrease of $51.0 million in borrowings year over year.
For the quarter ended March 31, 2021, non-interest income was $5,741,000, compared to $2,834,000 for the first quarter of 2020, a $2,907,000 increase. The increase in non-interest income was primarily attributable to increases in gain on sales of loans of $1,993,000 (77.2%), and an increase in other non-interest income of $919,000, offset by a loss on securities of $5,000. The significant increase in gain on sale of loans was attributable to an increase in loan activity by the residential mortgage operations. During the quarter ended March 31, 2021, there were 460 loans sold totaling $117.6 million, compared to 268 loans sold totaling $63.1 million during the same period of 2020. The increase in other non-interest income was primarily related to a $583,000 increase in the fair value of mortgage servicing rights, and fluctuations in income from the Corporation’s loan hedging program of $284,000. The increase in the fair value of mortgage servicing rights resulted from a decrease in prepayment speeds.
For the quarter ended March 31, 2021, non-interest expenses were $9,106,000, compared to $8,210,000 for the first quarter of 2020, an $896,000 (10.9%) increase. The significant quarter-over-quarter increases include salaries and benefits expense of $384,000 (8.0%), loan fees of $181,000 (57.6%), equipment service expense of $123,000, depreciation expense of $64,000 (26.8%), examination and auditing expense of $56,000 (41.2%).
Total assets amounted to $1.0 billion at March 31, 2021, compared to $978.5 million at December 31, 2020, an increase of $48.4 million (4.9%). The increase in total assets was primarily the result of increases of $40.9 million (71.6%) in cash and cash equivalents, $5.9 million (3.0%) in securities available-for-sale, and $2.0 million in net loans. Deposits during this same period increased $50.2 million (6.0%). Deposit balances have been positively impacted by the Corporation’s participation in the Paycheck Protection Loan Program.
Shareholders’ equity increased from $111.6 million at December 31, 2020 to $112.1 million at March 31, 2021. This increase was primarily the result of net income during the quarter ended March 31, 2021 of $4,117,000, offset by a decrease in unrealized securities gains, net of tax of $3,265,000, and dividends paid of $525,000. The decrease in unrealized securities gains during the quarter ended March 31, 2021 was attributable to increasing long term treasury yields. Net unrealized gains and losses on securities are reported as accumulated other comprehensive income in the consolidated balance sheets.
United Bancshares, Inc. is the holding company of The Union Bank Company which serves Allen, Delaware, Franklin, Hancock, Marion, Paulding, Putnam, Sandusky, Van Wert and Wood Counties in Ohio, with office locations in Bowling Green, Columbus Grove, Delaware, Delphos, Findlay, Gahanna, Gibsonburg, Kalida, Leipsic, Lima, Marion, Ottawa, Paulding, Pemberville, Plymouth and Westerville Ohio.
This release may contain certain forward-looking statements that are provided to assist in the understanding of anticipated future financial performance. However, such performance involves risk and uncertainties that may cause actual results to differ materially. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to, the strength of the local economies in which operations are conducted, the effects of and changes in policies and laws of regulatory agencies, inflation, and interest rates. For further discussion of certain factors that may cause such forward-looking statements to differ materially from actual results, refer to the 2020 Form 10-K.
ex_242555.htm
Exhibit 99.2
United Bancshares, Inc.
Quarterly Report
March 31, 2021
Shareholders, Clients and Team Members:
I am pleased to inform you that your Company is off to a solid start in 2021. Despite the current unparalleled operating environment, your Company recorded pre-tax income of $5.0 million for the first three months of 2021, compared to $1.2 million for the same period of 2020. In addition, the Company’s Board of Directors approved a $0.17 per common share dividend, which was a 6.25% increase from last quarter and amounted to approximately 13.5% of net income for the first quarter.
During the first quarter, team members were once again focused on delivering funds to those in our communities through the third round of Paycheck Protection Program funding. Those efforts provided $48.4 million in funding to more than 1,200 organizations generating $3.8 million in loan fees to the Company. The Company realized $870,000 in loan fees during the first quarter, which increased interest income. As of March 31, 2021, the Company had $3.4 million in unrealized loan fees remaining from this program.
The Company’s first quarter earnings were also positively impacted by continued strength in our residential mortgage originations. The Company sold $117.6 million in residential mortgage loans, which generated $4.6 million in gain on sale of loans, an increase of $2.0 million (77.2%) from the same period in 2020. Additionally, other non-interest income was increased by a $583,000 increase in the fair value of mortgage servicing rights as the result of a decrease in prepayment speeds at the end of the quarter.
The aforementioned results and the Company’s continued successes are only possible because of the ongoing dedication of the Company’s committed team members and Board of Directors in implementing our Strategic Plan. Their efforts and our strong corporate values of respect for and accountability to our shareholders, clients, colleagues, and communities are the foundation for the continued success of your Company.
As always, we greatly appreciate your continued support and the trust you have placed in us.
Respectfully,
Brian D. Young
President and CEO
United Bancshares, Inc.
and Subsidiaries
| Financial Information (unaudited) | Three months<br><br> <br>ended<br><br> <br>March 31, 2021 | Three months<br><br> <br>ended<br><br> <br>March 31, 2020 | ||||
|---|---|---|---|---|---|---|
| (dollars in thousands, except per share data) | ||||||
| CONDENSED STATEMENT OF INCOME | ||||||
| Interest income | $ | 9,490 | $ | 9,232 | ||
| Interest expense | 835 | 2,108 | ||||
| Net interest income | 8,655 | 7,124 | ||||
| Provision for loan losses | 300 | 550 | ||||
| Net interest income after provision for loan losses | 8,355 | 6,574 | ||||
| Non-interest income | 5,741 | 2,834 | ||||
| Non-interest expenses | 9,106 | 8,210 | ||||
| Income before income taxes | 4,990 | 1,198 | ||||
| Provision for income taxes | 873 | 110 | ||||
| Net income | $ | 4,117 | $ | 1,088 | ||
| Average common shares outstanding (basic) | 3,277,744 | 3,270,066 | ||||
| PER COMMON SHARE | ||||||
| Net income | $ | 1.26 | $ | 0.33 | ||
| Book value | $ | 34.18 | $ | 30.11 | ||
| Tangible book value (non-GAAP)* | $ | 25.27 | $ | 21.12 | ||
| Closing price | $ | 25.25 | $ | 16.25 | ||
| FINANCIAL RATIOS | ||||||
| Return on average assets | 1.66 | % | 0.49 | % | ||
| Return on average tangible equity (non-GAAP)* | 19.94 | % | 6.40 | % | ||
| Net interest margin, tax equivalent (non-GAAP)* | 3.85 | % | 3.60 | % | ||
| Efficiency ratio (non-GAAP)* | 62.51 | % | 81.30 | % | ||
| Loans (including held for sale) to deposits | 71.62 | % | 81.86 | % |
PERIOD END BALANCES
| As of<br><br> <br>March 31, 2021 | As of<br><br> <br>December 31,<br><br> <br>2020 | |||
|---|---|---|---|---|
| Assets | $ | 1,026,974 | $ | 978,532 |
| Loans, gross | $ | 636,374 | $ | 634,103 |
| Deposits | $ | 888,561 | $ | 838,378 |
| Shareholders' equity | $ | 112,071 | $ | 111,599 |
| Common shares outstanding | 3,278,789 | 3,271,984 |
* Some of the financial measures included in this press release are not measures of financial performance recognized by U.S. Generally Accepted Accounting Principles, or GAAP. These non-GAAP financial measures include tangible book value, return on average tangible equity, net interest margin (tax-equivalent), and the efficiency ratio. Management uses these non-GAAP financial measures in its analysis of its performance, and believes financial analysts and investors frequently use these measures, and other similar measures, to evaluate capital adequacy. Reconciliations of non-GAAP disclosures used in this press release to the comparable GAAP measures are provided in the accompanying table. Management, as well as regulators, financial analysts and other investors may use these measures in conjunction with more traditional bank capital ratios to compare the capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, which typically stem from the use of the purchase accounting method of accounting for mergers and acquisitions.
These non-GAAP financial measures should not be considered in isolation or as a substitute for total shareholders’ equity, total assets, book value per share, return on average assets, return on average equity, or any other measure calculated in accordance with GAAP. Moreover, the manner in which we calculate these non-GAAP financial measures may differ from that of other companies reporting measures with similar names.
United Bancshares, Inc.
and Subsidiaries
Non-GAAP to GAAP Reconciliations and Calculation of Non-GAAP Financial Measures (unaudited)
(dollars and shares in thousands, except per share data)
| Shareholders' Equity to Tangible Equity | March 31, 2021 | March 31, 2020 | ||||
|---|---|---|---|---|---|---|
| Shareholders' equity | $ | 112,071 | $ | 98,482 | ||
| Less goodwill and other intangibles | 29,224 | 29,372 | ||||
| Tangible common equity | $ | 82,847 | $ | 69,110 | ||
| Average Shareholders' equity | $ | 111,839 | $ | 97,336 | ||
| Less average goodwill and other intangibles | 29,236 | 29,386 | ||||
| Average tangible common equity | $ | 82,603 | $ | 67,950 | ||
| Tangible Book Value Per Common Share | **** | **** | **** | **** | **** | **** |
| Tangible common equity (a) | $ | 82,847 | $ | 69,110 | ||
| Total common shares issued and outstanding (b) | 3,278,789 | 3,271,984 | ||||
| Tangible book value per common share (a)/(b) | $ | 25.27 | $ | 21.12 | ||
| Return on Average Tangible Equity | **** | **** | **** | **** | **** | **** |
| Net income, annualized (c) | $ | 16,468 | $ | 4,352 | ||
| Average tangible common equity (d) | $ | 82,603 | $ | 67,950 | ||
| Return on average tangible common equity (c/d) | 19.94 | % | 6.40 | % | ||
| Net Interest Margin, Tax-Equivalent | **** | **** | **** | **** | **** | **** |
| Net interest income, annualized | $ | 34,620 | $ | 28,496 | ||
| Tax-equivalent adjustment, annualized | 684 | 560 | ||||
| Tax-equivalent net interest income, annualized (e) | $ | 35,304 | $ | 29,056 | ||
| Average earning assets (f) | $ | 916,214 | $ | 806,106 | ||
| Net interest margin, tax-equivalent (e)/(f) | 3.85 | % | 3.60 | % | ||
| Efficiency Ratio, Tax-Equivalent | **** | **** | **** | **** | **** | **** |
| Non-interest expense, annualized (g) | $ | 36,424 | $ | 32,840 | ||
| Tax-equivalent net interest income, annualized | 35,304 | 29,056 | ||||
| Non-interest income, annualized | 22,964 | 11,336 | ||||
| Total revenue, annualized (h) | $ | 58,268 | $ | 40,392 | ||
| Efficiency ratio (g)/(h) | 62.51 | % | 81.30 | % |
UNITED BANCSHARES, INC.
DIRECTORS
| Robert L. Benroth<br><br> <br>Herbert H. Huffman<br><br> <br>H. Edward Rigel<br><br> <br>David P. Roach | Daniel W. Schutt – Chairman<br><br> <br>R. Steven Unverferth<br><br> <br>Brian D. Young |
|---|
OFFICERS
Brian D. Young - President/CEO
Heather M. Oatman - Secretary
Stacy A. Cox – Chief Financial Officer
THE UNION BANK COMPANY
DIRECTORS
| Robert L. Benroth<br><br> <br>Anthony M.V. Eramo<br><br> <br>Herbert H. Huffman<br><br> <br>Kevin L. Lammon<br><br> <br>William R. Perry | H. Edward Rigel<br><br> <br>David P. Roach<br><br> <br>Carol R. Russell<br><br> <br>Daniel W. Schutt<br><br> <br>R. Steven Unverferth |
|---|---|
| Brian D. Young - Chairman/President/CEO |
INVESTOR MATERIALS:
United Bancshares, Inc. has traded its common stock on the NASDAQ Markets Exchange under the symbol “UBOH” since March 2001. Annual and quarterly shareholder reports, regulatory filings, press releases, and articles about United Bancshares, Inc. are available in the Shareholder Information section of our website www.theubank.com or by calling 1-800-837-8111.
Locations
1300 N. Main St.
Bowling Green, OH 43402
419-353-6088
100 S. High St.
Columbus Grove, OH 45830
419-659-2141
101 Progressive Dr.
Columbus Grove, OH 45830
419-659-4250
30 Coal Bend
Delaware, OH 43015
740-549-3400
114 E. 3rd St.
Delphos, OH 45833
419-692-2010
1500 Bright Rd.
Findlay, OH 45840
419-424-1400
461 Beecher Road
Gahanna, OH 43230
614-269-4400
230 W. Madison St.
Gibsonburg, OH 43431
419-637-2124
110 E. North St.
Kalida, OH 45853
419-532-3366
318 S. Belmore St.
Leipsic, OH 45856
419-943-2171
1410 Bellefontaine Ave.
Lima, OH 45804
419-229-6500
3211 Elida Rd.
Lima, OH 45805
419-331-3211
701 Shawnee Rd.
Lima, OH 45805
419-228-2114
111 S. Main St.
Marion, OH 43302
740-387-2265
220 Richland Rd.
Marion, OH 43302
740-386-2171
245 W. Main St.
Ottawa, OH 45875
419-523-2265
103 E. Perry St.
Paulding, OH 45879
419-567-1075
132 E. Front St.
Pemberville, OH 43450
419-287-3211
2660 US Hwy 224, Ste. 3
Plymouth, OH 44865
419-659-2141
468 Polaris Parkway
Westerville, OH 43082
614-269-4402