wtba-202107280001166928false00011669282021-07-282021-07-28
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): July 28, 2021
WEST BANCORPORATION, INC.
(Exact name of registrant as specified in its charter)
| | | | | | | | |
| Iowa | 0-49677 | 42-1230603 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1601 22nd Street, West Des Moines, Iowa 50266
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 515-222-2300
Not Applicable
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered or to be registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, no par value | WTBA | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company o
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. o
Item 2.02 Results of Operations and Financial Condition.
On July 29, 2021, West Bancorporation, Inc. (the "Company") issued a press release announcing its second quarter earnings results for the period ended June 30, 2021, and the declaration of a quarterly dividend. The press release is furnished as Exhibit 99.1.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On July 28, 2021, the board of directors of West Bancorporation, Inc. (the “Company”) increased the size of the board of directors of the Company to twelve directors and appointed Douglas R. Gulling as a director of the Company, each of which is effective as of January 1, 2022.
As previously disclosed by the Company in its Current Report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2021 (the “Prior Form 8-K”), Mr. Gulling will be retiring as Executive Vice President, Treasurer and Chief Financial Officer of the Company, effective as of December 31, 2021. As disclosed in the Prior Form 8-K, in connection with the transition of Mr. Gulling’s roles, the Company entered into a Transitional Employment Agreement with Mr. Gulling pursuant to which the Company agreed to appoint Mr. Gulling as a member of the Company’s board of directors beginning on January 1, 2022. A summary of the material terms of the Transitional Employment Agreement can be found in Item 5.02 of the Prior Form 8-K under the heading “Transitional Employment Agreement with Mr. Gulling,” which summary is incorporated herein by reference. A copy of the Transitional Employment Agreement was filed as Exhibit 10.1 to the Prior Form 8-K.
No information is required to be disclosed with respect to Mr. Gulling pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| | | | | | | | |
| Exhibit Number | | Description |
| 10.1 | | |
| 99.1 | | |
| 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.
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| | West Bancorporation, Inc. |
| | |
| | |
| July 29, 2021 | By: | /s/ Douglas R. Gulling |
| | Name: Douglas R. Gulling |
| | Title: Executive Vice President, Treasurer and Chief Financial Officer |
Exhibit 99.1
Press Release
July 29, 2021
FOR IMMEDIATE RELEASE
For more information contact:
Doug Gulling, Executive Vice President, Treasurer and Chief Financial Officer (515) 222-2309
WEST BANCORPORATION, INC. ANNOUNCES RECORD NET INCOME FOR THE SECOND QUARTER OF 2021, DECLARES QUARTERLY DIVIDEND
West Des Moines, IA - West Bancorporation, Inc. (Nasdaq: WTBA; the “Company”), parent company of West Bank, today reported that second quarter 2021 net income was $13.2 million, or $0.79 per diluted common share, compared to second quarter 2020 net income of $8.0 million, or $0.48 per diluted common share. For the first six months of 2021, net income was $25.0 million, or $1.49 per diluted common share, compared to $16.1 million, or $0.97 per diluted common share, for the first six months of 2020. On July 28, 2021, the Company’s Board of Directors declared a regular quarterly dividend of $0.24 per common share. The dividend is payable on August 25, 2021, to stockholders of record on August 11, 2021.
Dave Nelson, President and Chief Executive Officer of the Company, commented, “As the country and our communities continue to emerge from the economic uncertainties created by the COVID-19 pandemic, our bankers are dedicated to executing our strategic objectives, which include organic loan growth and superior credit quality resulting from disciplined underwriting. We are pleased to have loan growth (exclusive of Paycheck Protection Program (PPP) loan activity) of 6.0 percent for the first six months of 2021, and year over year loan growth of 12.6 percent (also exclusive of PPP loan activity). Our credit quality continues to improve as all remaining COVID-related loan modifications expired in the second quarter and those loans returned to normal payment status. This improvement in economic conditions and credit quality resulted in a negative provision for loan losses of $2.0 million in the second quarter compared to a provision for loan losses of $3.0 million in the second quarter last year.”
Dave Nelson also commented, “We continue to build our brand in Minnesota. Construction of our permanent branch office in Sartell, Minnesota, a suburb of St. Cloud, is expected to be completed before the end of the year. We are also in the planning phase for the construction of a permanent branch office in Mankato, Minnesota.”
The Company filed its report on Form 10-Q with the Securities and Exchange Commission today. Please refer to that document for a more in-depth discussion of the Company’s financial results. The Form 10-Q is available on the Investor Relations section of West Bank’s website at www.westbankstrong.com.
The Company will discuss its financial results on a conference call scheduled for 10:00 a.m. Central Time tomorrow, Friday, July 30, 2021. The telephone number for the conference call is 888-339-0814. A recording of the call will be available until August 13, 2021, by dialing 877-344-7529. The replay passcode is 10150541.
About West Bancorporation, Inc. (Nasdaq: WTBA)
West Bancorporation, Inc. is headquartered in West Des Moines, Iowa. Serving customers since 1893, West Bank, a wholly-owned subsidiary of West Bancorporation, Inc., is a community bank that focuses on lending, deposit services, and trust services for consumers and small- to medium-sized businesses. West Bank has seven offices in the Des Moines, Iowa metropolitan area, one office in Coralville, Iowa, and four offices in Minnesota in the cities of Rochester, Owatonna, Mankato and St. Cloud.
Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to the Company’s business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meanings of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may appear throughout this report. These forward-looking statements are generally identified by the words “believes,” “expects,” “intends,” “anticipates,” “projects,” “future,” “confident,” “may,” “should,” “will,” “strategy,” “plan,” “opportunity,” “will be,” “will likely result,” “will continue” or similar references, or references to estimates, predictions or future events. Such forward-looking statements are based upon certain underlying assumptions, risks and uncertainties. Because of the possibility that the underlying assumptions are incorrect or do not materialize as expected in the future, actual results could differ materially from these forward-looking statements. Risks and uncertainties that may affect future results include: the effects of the COVID-19 pandemic, including its effects on the economic environment, our customers and our operations, as well as any changes to federal, state or local government laws, regulations or orders in connection with the pandemic; interest rate risk; competitive pressures; pricing pressures on loans and deposits; changes in credit and other risks posed by the Company’s loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for loan losses dictated by new market conditions, accounting standards (including as a result of the future implementation of the current expected credit loss (CECL) accounting standard) or regulatory requirements; actions of bank and nonbank competitors; changes in local, national and international economic conditions; changes in legal and regulatory requirements, limitations and costs; changes in customers’ acceptance of the Company’s products and services; cyber-attacks; unexpected outcomes of existing or new litigation involving the Company; the monetary, trade and other regulatory policies of the U.S. government; acts of war or terrorism, widespread disease or pandemics, such as the COVID-19 pandemic, or other adverse external events; developments and uncertainty related to the future use and availability of some reference rates, such as the London Interbank Offered Rate, as well as other alternative reference rates; changes to U.S. tax laws, regulations and guidance; and any other risks described in the “Risk Factors” sections of reports filed by the Company with the Securities and Exchange Commission. The Company undertakes no obligation to revise or update such forward-looking statements to reflect current or future events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
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| WEST BANCORPORATION, INC. AND SUBSIDIARY | | | | |
| Financial Information (unaudited) | | | | |
| (in thousands) | | | | |
| | | | |
| CONSOLIDATED BALANCE SHEETS | | June 30, 2021 | | June 30, 2020 |
| Assets | | | | |
| Cash and due from banks | | $ | 31,978 | | | $ | 54,175 | |
| Federal funds sold | | 238,845 | | | 62,494 | |
| Securities available for sale, at fair value | | 601,462 | | | 342,017 | |
| | | | |
| Federal Home Loan Bank stock, at cost | | 10,189 | | | 12,307 | |
| Loans | | 2,309,527 | | | 2,199,688 | |
| Allowance for loan losses | | (28,042) | | | (21,363) | |
| Loans, net | | 2,281,485 | | | 2,178,325 | |
| Premises and equipment, net | | 30,753 | | | 28,655 | |
| Bank-owned life insurance | | 43,146 | | | 35,187 | |
| Other assets | | 30,902 | | | 27,163 | |
| Total assets | | $ | 3,268,760 | | | $ | 2,740,323 | |
| | | | |
| Liabilities and Stockholders’ Equity | | | | |
| Deposits: | | | | |
| Noninterest-bearing demand | | $ | 703,691 | | | $ | 590,487 | |
| Interest-bearing: | | | | |
| Demand | | 487,642 | | | 378,931 | |
| Savings | | 1,391,231 | | | 1,081,743 | |
| Time of $250 or more | | 46,660 | | | 61,456 | |
| Other time | | 196,065 | | | 143,092 | |
| Total deposits | | 2,825,289 | | | 2,255,709 | |
| Federal funds purchased | | 3,605 | | | 5,755 | |
| Other borrowings | | 165,744 | | | 223,181 | |
| Other liabilities | | 27,596 | | | 46,991 | |
| Stockholders’ equity | | 246,526 | | | 208,687 | |
| Total liabilities and stockholders’ equity | | $ | 3,268,760 | | | $ | 2,740,323 | |
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| WEST BANCORPORATION, INC. AND SUBSIDIARY | | | | | | |
| Financial Information (continued) (unaudited) | | | | | | | | |
| (in thousands) | | | | | | | | |
| | | | | | | | |
| | Three Months Ended June 30, | | Six Months Ended June 30, |
| CONSOLIDATED STATEMENTS OF INCOME | | 2021 | | 2020 | | 2021 | | 2020 |
| Interest income | | | | | | | | |
| Loans, including fees | | $ | 23,139 | | | $ | 22,332 | | | $ | 47,177 | | | $ | 44,643 | |
| Securities | | 2,607 | | | 2,313 | | | 4,810 | | | 4,993 | |
| Other | | 75 | | | 12 | | | 144 | | | 241 | |
| Total interest income | | 25,821 | | | 24,657 | | | 52,131 | | | 49,877 | |
| Interest expense | | | | | | | | |
| Deposits | | 1,995 | | | 2,351 | | | 3,872 | | | 7,397 | |
| Federal funds purchased | | 1 | | | 3 | | | 2 | | | 19 | |
| Other borrowings | | 975 | | | 1,556 | | | 2,286 | | | 3,250 | |
| Total interest expense | | 2,971 | | | 3,910 | | | 6,160 | | | 10,666 | |
| Net interest income | | 22,850 | | | 20,747 | | | 45,971 | | | 39,211 | |
| Provision for loan losses | | (2,000) | | | 3,000 | | | (1,500) | | | 4,000 | |
| Net interest income after provision for loan losses | | 24,850 | | | 17,747 | | | 47,471 | | | 35,211 | |
| Noninterest income | | | | | | | | |
| Service charges on deposit accounts | | 578 | | | 531 | | | 1,160 | | | 1,134 | |
| Debit card usage fees | | 511 | | | 391 | | | 953 | | | 773 | |
| Trust services | | 691 | | | 461 | | | 1,343 | | | 924 | |
| Increase in cash value of bank-owned life insurance | | 240 | | | 136 | | | 460 | | | 294 | |
| | | | | | | | |
| Loan swap fees | | 42 | | | 3 | | | 42 | | | 589 | |
| Realized investment securities gains (losses), net | | 36 | | | (69) | | | 40 | | | (75) | |
| Other income | | 417 | | | 322 | | | 982 | | | 656 | |
| Total noninterest income | | 2,515 | | | 1,775 | | | 4,980 | | | 4,295 | |
| Noninterest expense | | | | | | | | |
| Salaries and employee benefits | | 5,672 | | | 5,318 | | | 11,280 | | | 10,602 | |
| Occupancy | | 1,199 | | | 1,217 | | | 2,427 | | | 2,430 | |
| Data processing | | 617 | | | 554 | | | 1,219 | | | 1,184 | |
| FDIC insurance | | 426 | | | 292 | | | 830 | | | 529 | |
| Other expenses | | 2,612 | | | 2,036 | | | 5,041 | | | 4,335 | |
| Total noninterest expense | | 10,526 | | | 9,417 | | | 20,797 | | | 19,080 | |
| Income before income taxes | | 16,839 | | | 10,105 | | | 31,654 | | | 20,426 | |
| Income taxes | | 3,600 | | | 2,136 | | | 6,663 | | | 4,368 | |
| Net income | | $ | 13,239 | | | $ | 7,969 | | | $ | 24,991 | | | $ | 16,058 | |
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| WEST BANCORPORATION, INC. AND SUBSIDIARY | | |
| Financial Information (continued) (unaudited) | | | | | | | | |
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| | PER COMMON SHARE | | MARKET INFORMATION (1) |
| | Net Income | | | | | | |
| | Basic | | Diluted | | Dividends | | High | | Low |
| 2021 | | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
| 2nd Quarter | | $ | 0.80 | | | $ | 0.79 | | | $ | 0.24 | | | $ | 29.90 | | | $ | 23.92 | |
| 1st Quarter | | 0.71 | | | 0.70 | | | 0.22 | | | 26.78 | | | 18.86 | |
| | | | | | | | | | |
| | | | | | | | | | |
| 2020 | | | | | | | | | | |
| 4th Quarter | | $ | 0.52 | | | $ | 0.52 | | | $ | 0.21 | | | $ | 21.79 | | | $ | 15.53 | |
| 3rd Quarter | | 0.49 | | | 0.49 | | | 0.21 | | | 17.99 | | | 15.50 | |
| 2nd Quarter | | 0.48 | | | 0.48 | | | 0.21 | | | 20.67 | | | 14.50 | |
| 1st Quarter | | 0.49 | | | 0.49 | | | 0.21 | | | 25.68 | | | 13.74 | |
(1) The prices shown are the high and low sale prices for the Company’s common stock, which trades on the Nasdaq Global Select Market under the symbol WTBA. The market quotations, reported by Nasdaq, do not include retail markup, markdown or commissions.
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| | Three Months Ended June 30, | | Six Months Ended June 30, |
| SELECTED FINANCIAL MEASURES | | 2021 | | 2020 | | 2021 | | 2020 |
| Return on average assets | | 1.65 | % | | 1.19 | % | | 1.59 | % | | 1.23 | % |
| Return on average equity | | 22.20 | % | | 15.68 | % | | 21.50 | % | | 15.61 | % |
Net interest margin on a FTE basis (1) | | 2.99 | % | | 3.27 | % | | 3.08 | % | | 3.19 | % |
Efficiency ratio (1)(2) | | 41.11 | % | | 41.33 | % | | 40.43 | % | | 43.41 | % |
| | | | | | | | |
| | | | As of June 30, |
| | | | | | 2021 | | 2020 |
Texas ratio(2) | | | | | | 5.31 | % | | 0.17 | % |
| Allowance for loan losses ratio | | | | | | 1.21 | % | | 0.97 | % |
Allowance for loan losses ratio, excluding PPP loans (1)(3) | | | | 1.26 | % | | 1.08 | % |
| Tangible common equity ratio | | | | | | 7.54 | % | | 7.62 | % |
(1) Non-GAAP financial measures - see reconciliation below
(2) A lower ratio is more desirable
(3) Paycheck Protection Program (PPP)
Definitions of ratios:
•Return on average assets - annualized net income divided by average assets.
•Return on average equity - annualized net income divided by average stockholders’ equity.
•Net interest margin - annualized tax-equivalent net interest income divided by average interest-earning assets.
•Efficiency ratio - noninterest expense (excluding other real estate owned expense) divided by noninterest income (excluding net securities gains/losses and gains/losses on disposition of premises and equipment) plus tax-equivalent net interest income.
•Texas ratio - total nonperforming assets divided by tangible common equity plus the allowance for loan losses.
•Allowance for loan losses ratio - allowance for loan losses divided by total loans.
•Allowance for loan losses ratio, excluding PPP loans - allowance for loan losses divided by total loans minus the amount of PPP loans.
•Tangible common equity ratio - common equity less intangible assets (none held) divided by tangible assets.
WEST BANCORPORATION, INC. AND SUBSIDIARY
Financial Information (continued) (unaudited)
(dollars in thousands)
NON-GAAP FINANCIAL MEASURES
This press release contains references to financial measures that are not defined in generally accepted accounting principles (GAAP). The following table reconciles the non-GAAP financial measures of net interest income and net interest margin on a fully taxable equivalent (FTE) basis, efficiency ratio on an adjusted and FTE basis, loans, net of PPP loans and allowance for loan losses ratio, excluding PPP loans, to their most directly comparable measures under GAAP.
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| | | Three Months Ended June 30, | | Six Months Ended June 30, |
| | 2021 | | 2020 | | 2021 | | 2020 |
Reconciliation of net interest income and net interest margin on a FTE basis to GAAP: | | | | | | | | |
| Net interest income (GAAP) | | $ | 22,850 | | | $ | 20,747 | | | $ | 45,971 | | | $ | 39,211 | |
Tax-equivalent adjustment (1) | | 270 | | | 194 | | | 499 | | | 372 | |
| Net interest income on a FTE basis (non-GAAP) | | 23,120 | | | 20,941 | | | 46,470 | | | 39,583 | |
| Average interest-earning assets | | 3,102,649 | | | 2,572,211 | | 3,041,519 | | | 2,496,354 | |
| Net interest margin on a FTE basis (non-GAAP) | | 2.99 | % | | 3.27 | % | | 3.08 | % | | 3.19 | % |
| | | | | | | | |
| Reconciliation of efficiency ratio on an adjusted and FTE basis to GAAP: | | | | | | | | |
| Net interest income on a FTE basis (non-GAAP) | | $ | 23,120 | | | $ | 20,941 | | | $ | 46,470 | | | $ | 39,583 | |
| Noninterest income | | 2,515 | | | 1,775 | | | 4,980 | | | 4,295 | |
| Adjustment for realized securities (gains) losses, net | | (36) | | | 69 | | | (40) | | | 75 | |
| Adjustment for losses on disposal of premises and equipment, net | | 5 | | | — | | | 29 | | | 2 | |
| | | | | | | | |
| Adjusted income | | 25,604 | | | 22,785 | | | 51,439 | | | 43,955 | |
| Noninterest expense | | 10,526 | | | 9,417 | | | 20,797 | | | 19,080 | |
Efficiency ratio on an adjusted and FTE basis (non-GAAP) (2) | | 41.11 | % | | 41.33 | % | | 40.43% | | 43.41 | % |
| | | | | | | | |
| | | | | | As of June 30, |
| | | | | | 2021 | | 2020 |
| Reconciliation of allowance for loan losses ratio, excluding PPP loans: | | | | | | |
| Loans outstanding (GAAP) | | | | | | $ | 2,309,527 | | | $ | 2,199,688 | |
| Less: PPP loans | | | | | | (84,573) | | | (223,435) | |
| Loans, net of PPP loans (non-GAAP) | | | | | | 2,224,954 | | | 1,976,253 | |
| Allowance for loan losses | | | | | | 28,042 | | | 21,363 | |
| Allowance for loan losses ratio, excluding PPP loans (non-GAAP) | | | | 1.26 | % | | 1.08 | % |
(1) Computed on a tax-equivalent basis using a federal income tax rate of 21 percent, adjusted to reflect the effect of the nondeductible interest expense associated with owning tax-exempt securities and loans. Management believes the presentation of this non-GAAP measure provides supplemental useful information for proper understanding of the financial results, as it enhances the comparability of income arising from taxable and nontaxable sources.
(2) The efficiency ratio expresses noninterest expense as a percent of fully taxable equivalent net interest income and noninterest income, excluding specific noninterest income and expenses. Management believes the presentation of this non-GAAP measure provides supplemental useful information for proper understanding of the Company’s financial performance. It is a standard measure of comparison within the banking industry.