Form 8-K UNITED BANCSHARES INC/OH For: Jul 23

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

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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 23, 2021

 

UNITED BANCSHARES, INC.

(Exact name of Registrant as specified in its Charter)

 

 

Ohio	000-29283	34-1516518
(State or other jurisdiction of 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 July 23, 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 quarter and six month period ended June 30, 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 July 23, 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 quarter and six month period ended June 30, 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 $0.20 per common share payable September 15, 2021 to shareholders of record at the close of business on August 31, 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 July 23, 2021
99.2	Quarterly Report dated July 23, 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:  July 23, 2021	By:	/s/ Brian D. Young
		Brian D. Young
		President and Chief Executive Officer

 

Exhibit 99.1

 

On July 23, 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 and six month period ended June 30, 2021, unaudited.

 

For the quarter ended June 30, 2021, the Corporation reported net income of $2,655,000, or $0.81 basic earnings per share. This compares to the second quarter of 2020 net income of $5,668,000, or $1.73 basic earnings per share. The decrease in operating results for the second quarter of 2021 as compared to the same period in 2020 was primarily attributable to a decrease in net interest income of $151,000 (1.8%), a decrease in non-interest income of $4,344,000 (53.5%), and an increase in non-interest expenses of $268,000 (3.0%), offset by a decrease in the provision for loan losses of $900,000 (100.0%), and a decrease in the provision for income taxes of $850,000 (63.7%).

 

Net income for the six months ended June 30, 2021 totaled $6,772,000, or $2.07 basic earnings per share, compared to $6,756,000, or $2.07 basic earnings per share for the same period in 2020, an increase of $16,000 (0.2%). The increase in operating results for the six month period ended June 30, 2021 as compared to the six month period ended June 30, 2020 was primarily attributable to increases in net interest income of $1,380,000, a decrease in the provision for loan losses of $1,150,000, and a decrease in the provision for income taxes of $87,000, offset by a decrease in non-interest income of $1,437,000, and an increase in non-interest expenses of $1,164,000.

 

For the quarter ended June 30, 2021, non-interest income was $3,777,000, compared to $8,121,000 for the second quarter of 2020, a $4,344,000 decrease. The decrease in non-interest income was primarily attributable to decreases in gain on sales of loans of $3,082,000 (51.7%), a decrease in gain on sales of securities of $285,000, and a decrease in other non-interest income of $977,000. The significant decrease in gain on sale of loans was attributable to a decrease in loan activity by the residential mortgage operations. During the quarter ended June 30, 2021, there were 310 loans sold totaling $78.9 million, compared to 516 loans sold totaling $138.0 million during the same period of 2020. The decrease in other non-interest income was primarily related to a decrease in income from the Corporation’s loan hedging program of $1,227,000.

 

Non-interest income for the six months ended June 30, 2021 totaled $9,518,000, compared to $10,955,000 for the same period in 2020, a decrease of $1,437,000 (13.1%). The decrease in non-interest income was primarily attributable to decreases in gain on sales of loans of $1,090,000 (12.8%), a decrease in gain on sales of securities of $290,000, and a decrease in other non-interest income of $57,000. The decrease in gain on sale of loans was attributable to a decrease in the net gain on sale earned. The net gain was 3.62% for the six months ended June 30, 2021 compared to 4.09% for the same period of 2020.

 

For the quarter ended June 30, 2021, non-interest expenses were $9,073,000, compared to $8,805,000 for the comparable quarter of 2020, a $268,000 (3.0%) increase.  The significant quarter-over-quarter increases include data processing expense of $159,000 (33.6%), advertising and promotional expenses of $127,000 (27.9%), and equipment service expense of $81,000 (47.9%), offset by decreases in salaries and benefits of $100,000 (1.9%), loan fees of $159,000 (28.9%), and consultant fees of $86,000 (45.6%).

 

Non-interest expenses for the six months ended June 30, 2021 totaled $18,179,000, compared to $17,015,000 for the same period in 2020, a decrease of $1,164,000 (6.8%). The increase in non-interest expenses was primarily attributable to increases in salaries and benefits of $284,000 (2.9%), data processing of $248,000 (28.4%), depreciation expense of $128,000 (26.5%), equipment service expense of $204,000 (60.5%), and advertising and promotional expense of $116,000 (12.0%), offset by a decrease in legal fees of $107,000 (48.9%).

 

Total assets amounted to $1.0 billion at June 30, 2021, compared to $978.5 million at December 31, 2020, an increase of $70.8 million (7.2%). The increase in total assets was primarily the result of increases of $62.5 million (109.6%) in cash and cash equivalents, and $34.1 million (17.5%) in securities available-for-sale, offset by a $24.1 million (3.9%) decrease in net loans. Deposits during this same period increased $68.9 million (8.2%). 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 $115.7 million at June 30, 2021. This increase was primarily the result of net income during the six month period ended June 30, 2021 of $6,772,000, offset by a decrease in unrealized securities gains, net of tax of $1,564,000, and dividends paid of $1,082,000. The decrease in unrealized securities gains during the six month period ended June 30, 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.

 

Exhibit 99.2

 

United Bancshares, Inc.

 

Quarterly Report

June 30, 2021

 

Shareholders, Clients and Team Members:

 

I am pleased to report on your Company’s continued successes in 2021. Those successes include reporting income before taxes of approximately $8.1 million, return on average tangible equity of 16.21% and return on average assets of 1.32% for the first six months of 2021. Additionally, the Board of Directors declared a $0.20 per share dividend, a 17.6% increase as compared to the first quarter of 2021.

 

During the first half of 2021, we continued to assist our communities through the aftermath of historic events in our country. While we provided needed assistance to those that continued to be negatively affected by the pandemic, we also began to transition back to more traditional services of lending to commercial and consumer clients and growing core deposits. The rebuilding of the loan pipeline has been going well and the bank has begun to see increases in its core loan balances. At the same time, the bank’s deposits have continued to increase. While a significant portion of the deposit growth was due to increases in liquidity in the economy, we are also very pleased with the noticeable growth in our newer markets. Returning to the pre-pandemic growth trends that have driven your company to increased core earnings, dividends and market value continues to be the focus of the team. In addition to the positive financial results, we were also able to move forward with strategic initiatives that restructured the operations of our retail branches and implement numerous technology enhancements to serve our clients and protect our information infrastructure.

 

The continued accomplishments of your Company is the undeniable result of the ongoing efforts of the Company’s dedicated 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)		Six months ended June 30, 2021				Six months ended June 30, 2020
		(dollars in thousands, except per share data)
CONDENSED STATEMENT OF INCOME
Interest income		$	18,738			$	19,310
Interest expense			1,648				3,600
Net interest income			17,090				15,710
Provision for loan losses			300				1,450
Net interest income after provision for loan losses			16,790				14,260
Non-interest income			9,518				10,955
Non-interest expenses			18,179				17,015
Income before income taxes			8,129				8,200
Provision for income taxes			1,357				1,444
Net income		$	6,772			$	6,756
Average common shares outstanding (basic)			3,278,347				3,270,351
PER COMMON SHARE
Net income		$	2.07			$	2.07
Book value		$	35.29			$	32.04
Tangible book value (non-GAAP)*		$	26.39			$	23.07
Closing price		$	35.80			$	18.00
FINANCIAL RATIOS
Return on average assets			1.32	%			1.44	%
Return on average tangible equity (non-GAAP)*			16.21	%			19.47	%
Net interest margin, tax equivalent (non-GAAP)*			3.69	%			3.74	%
Efficiency ratio (non-GAAP)*			67.42	%			63.14	%
Loans (including held for sale) to deposits			67.27	%			84.02	%

 

PERIOD END BALANCES

 

		As of June 30, 2021				As of December 31, 2020
Assets		$	1,049,324			$	978,532
Loans, gross		$	610,323			$	634,103
Deposits		$	907,246			$	838,378
Shareholders' equity		$	115,716			$	111,599
Common shares outstanding			3,279,076				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		June 30, 2021				June 30, 2020
Shareholders' equity		$	115,716			$	104,794
Less goodwill and other intangibles			29,187				29,334
Tangible common equity		$	86,529			$	75,458
Average Shareholders' equity		$	112,750			$	98,766
Less average goodwill and other intangibles			29,217				29,367
Average tangible common equity		$	83,533			$	69,399
Tangible Book Value Per Common Share
Tangible common equity (a)		$	86,529			$	75,458
Total common shares issued and outstanding (b)			3,279,076				3,270,814
Tangible book value per common share (a)/(b)		$	26.39			$	23.07
Return on Average Tangible Equity
Net income, annualized (c)		$	13,544			$	13,512
Average tangible common equity (d)		$	83,533			$	69,399
Return on average tangible common equity (c/d)			16.21	%			19.47	%
Net Interest Margin, Tax-Equivalent
Net interest income, annualized		$	34,180			$	31,420
Tax-equivalent adjustment, annualized			710				568
Tax-equivalent net interest income, annualized (e)		$	34,890			$	31,988
Average earning assets (f)		$	946,361			$	855,581
Net interest margin, tax-equivalent (e)/(f)			3.69	%			3.74	%
Efficiency Ratio, Tax-Equivalent
Non-interest expense, annualized (g)		$	36,358			$	34,030
Tax-equivalent net interest income, annualized			34,890				31,988
Non-interest income, annualized			19,036				21,910
Total revenue, annualized (h)		$	53,926			$	53,898
Efficiency ratio (g)/(h)			67.42	%			63.14	%

 

 

UNITED BANCSHARES, INC.

 

DIRECTORS

Robert L. Benroth Herbert H. Huffman H. Edward Rigel David P. Roach

Daniel W. Schutt – Chairman R. Steven Unverferth Brian D. Young

 

 

OFFICERS

Brian D. Young - President/CEO

Heather M. Oatman - Secretary

 

 

THE UNION BANK COMPANY

 

DIRECTORS

Robert L. Benroth Anthony M.V. Eramo Herbert H. Huffman Kevin L. Lammon William R. Perry H. Edward Rigel

David P. Roach Carol R. Russell     Daniel W. Schutt R. Steven Unverferth Dr. Jane M. Wood 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

 

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