Back to mobile site

Form 8-K LCNB CORP For: Jan 29

January 30, 2015 8:51 AM EST

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________

FORM 8K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): January 30, 2015
LCNB CORP.
(Exact name of Registrant as specified in its Charter)


Ohio
0-26121
31-1626393
(State or other jurisdiction of incorporation)
(Commission File No.)
(IRS Employer Identification Number)


2 North Broadway, Lebanon, Ohio
45036
(Address of principal executive offices)
(Zip Code)

Registrants telephone number, including area code: (513) 932-1414
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 (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))





Item 2.02 Results of Operations and Financial Condition.

On January 30, 2015, LCNB Corp. issued an earnings release announcing its financial results for the fourth quarter ended December 31, 2014. A copy of the earnings release (Exhibit 99.1) and unaudited financial highlights (Exhibit�99.2) are attached and are furnished under this Item 2.02.

Item 7.01 Regulation FD Disclosure.

On January 30, 2015, LCNB Corp. issued an earnings release announcing its financial results for the fourth quarter ended December 31, 2014. A copy of the earnings release (Exhibit 99.1) and unaudited financial highlights (Exhibit�99.2) are attached and are furnished under this Item 7.01.
Item 9.01 Financial Statements and Exhibits.
(d)����Exhibits.

Exhibit No.��������Description
99.1
Earnings Press Release Dated January 30, 2015
99.2
Unaudited Financial Highlights



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.

LCNB CORP.
Date: January 30, 2015
By: /s/ Robert C. Haines II��������������
Robert C. Haines II
Chief Financial Officer




Exhibit 99.1

Press Release
January 30, 2015

LCNB CORP. REPORTS FINANCIAL RESULTS FOR
THE THREE AND TWELVE MONTHS ENDED DECEMBER 31, 2014

LCNB Corp. (LCNB) today announced net income of $3,217,000 (total basic and diluted earnings per share of $0.34) and $9,869,000 (total basic and diluted earnings per common share of $1.06 and $1.05, respectively) for the three and twelve months ended December 31, 2014, respectively. �This compares to net income of $2,347,000 (total basic and diluted earnings per common share of $0.27) and $8,780,000 (total basic and diluted earnings per common share of $1.12 and $1.10, respectively) for the same three and twelve-month periods in 2013. �Results for 2013 and 2014 were significantly affected by the completion of mergers with First Capital Bancshares, Inc. and its subsidiary, Citizens National Bank of Chillicothe, on January 11, 2013 and Eaton National Bank & Trust Co. ("Eaton National") on January 24, 2014. In addition, 1,642,857 shares of new voting common stock were issued during the fourth quarter 2013.

Commenting on the financial results, LCNB CEO Steve Wilson said, "We are pleased to present solid financial results for 2014. The investments in First Capital Bancshares and Eaton National are positively impacting earnings and loan volume. We look forward to 2015 with optimism and to our pending partnership with BNB Bancorp, Inc. and its subsidiary Brookville National Bank of Brookville, Ohio, which we anticipate closing during the second quarter 2015. This acquisition will strengthen our presence in the desirable Montgomery County market and open up new markets as we provide Brookville's customers with a broader array of banking services."

Net interest income for the three and twelve months ended December 31, 2014 increased $1,884,000 and $6,455,000, respectively, from the comparative periods in 2013 due primarily to the increased volume of average interest earning assets provided from the merger with Eaton National and by an increase in the net interest margin.

The provision for loan losses for the three months ended December 31, 2014 was $26,000 less than the comparable period in 2013, while the full-year provision for 2014 was $342,000 greater than the comparable periods in 2013. �Net loan charge-offs for 2014 and 2013 totaled $1,397,000 and $437,000, respectively. �Contributing to this increase were net charge-offs totaling $628,000 during 2014 on three commercial real estate loans and one commercial and industrial loan. Non-accrual loans and loans past due 90 days or more and still accruing interest totaled $5,721,000 or 0.82% of total loans at December 31, 2014, compared to $3,211,000 or 0.56% of total loans at December 31, 2013. �The increase was predominately due to acquired impaired loans that were classified as non-accrual at December 31, 2014. Other real estate owned (which includes property acquired through foreclosure or deed-in-lieu of foreclosure and also includes property deemed to be in-substance foreclosed) and other repossessed assets totaled $1,370,000 and $1,463,000 at December 31, 2014 and 2013, respectively.

Non-interest income for the three and twelve months ended December 31, 2014 was $91,000 and $52,000 greater than the comparable periods in 2013 primarily due to increases in trust income and service charges and fees on deposit accounts. These increases were partially offset by decreased gains from sales of investment securities and mortgage loans. The increase in trust income was due to growth in the fair value of trust assets serviced and to fee adjustments. The increase in service charges and fees were primarily due to a greater number of deposit accounts resulting from the merger. The decreases in gains from sales of investment securities and mortgage loans were due to lower sales volumes during the 2014 period.






Non-interest expense for the three and twelve months ended December 31, 2014 was $700,000 and $4,632,000 greater than the comparable periods in 2013. Salaries and employee benefits, as well as a variety of other expense items, increased significantly due to the increased number of employees and offices resulting from the merger with Eaton National. Also contributing to the increase in non-interest expense were increases in other real estate owned expenses, contracted services, amortization of Eaton National's core deposit intangible, and marketing costs.

LCNB Corp. is a financial holding company headquartered in Lebanon, Ohio. �LCNB Corp.s only business is ownership of LCNB National Bank, which has 35 offices located in Warren, Butler, Montgomery, Clinton, Clermont, Hamilton, Fayette, Ross, and Preble Counties, Ohio. �Additional information about LCNB Corp. and information about products and services offered by LCNB National Bank can be found on the internet at www.lcnb.com.
��
Certain statements made in this news release regarding LCNBs financial condition, results of operations, plans, objectives, future performance and business, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as anticipate, could, may, feel, expect, believe, plan, and similar expressions.

These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of LCNBs business and operations. Additionally, LCNBs financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These factors include, but are not limited to:
1.
the success, impact, and timing of the implementation of LCNBs business strategies, including the successful integration of recently completed and pending acquisitions;
2.
LCNB may incur increased charge-offs in the future;
3.
LCNB may face competitive loss of customers;
4.
changes in the interest rate environment may have results on LCNBs operations materially different from those anticipated by LCNBs market risk management functions;
5.
changes in general economic conditions and increased competition could adversely affect LCNBs operating results;
6.
changes in other regulations and government policies affecting bank holding companies and their subsidiaries, including changes in monetary policies, could negatively impact LCNBs operating results;
7.
LCNB may experience difficulties growing loan and deposit balances;
8.
the current economic environment poses significant challenges for us and could adversely affect our��financial condition and results of operations;
9.
deterioration in the financial condition of the U.S. banking system may impact the valuations of investments LCNB has made in the securities of other financial institutions resulting in either actual losses or other than temporary impairments on such investments; and
10.
the effects of the Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act) and the regulations promulgated and to be promulgated thereunder, which may subject LCNB and its subsidiaries to a variety of new and more stringent legal and regulatory requirements which adversely affect their respective businesses.�

Forward-looking statements made herein reflect management's expectations as of the date such statements are made. Such information is provided to assist shareholders and potential investors in understanding current and anticipated financial operations of LCNB and is included pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. LCNB undertakes no obligation to update any forward-looking statement to reflect events or circumstances that arise after the date such statements are made.�






Exhibit 99.2

LCNB Corp. and Subsidiaries
Financial Highlights
(Dollars in thousands, except per share amounts)
(Unaudited)
Three Months Ended
Year Ended
12/31/2014
9/30/2014
6/30/2014
3/31/2014
12/31/2013
12/31/2014
12/31/2013
Condensed Income Statement
Interest income
$
10,367

$
9,906

9,926

9,278

8,566

39,477

33,497

Interest expense
844

911

920

915

927

3,590

4,065

Net interest income
9,523

8,995

9,006

8,363

7,639

35,887

29,432

Provision for loan losses
193

401

255

81

219

930

588

Net interest income after provision
9,330

8,594

8,751

8,282

7,420

34,957

28,844

Non-interest income
2,449

2,315

2,301

2,077

2,358

9,142

9,090

Non-interest expense
7,334

7,238

7,600

8,672

6,634

30,844

26,212

Income before income taxes
4,445

3,671

3,452

1,687

3,144

13,255

11,722

Provision for income taxes
1,228

953

841

364

797

3,386

2,942

Net income
$
3,217

2,718

2,611

1,323

2,347

9,869

8,780

Per Share Data
Dividends per share
$
0.16

0.16

0.16

0.16

0.16

0.64

0.64

Basic earnings per share
$
0.34

0.30

0.28

0.14

0.27

1.06

1.12

Diluted earnings per share
$
0.34

0.29

0.28

0.14

0.27

1.05

1.10

Book value per share
$
13.50

13.24

13.18

12.89

12.80

13.50

12.80

Tangible book value per share
$
10.08

9.80

9.71

9.44

11.02

10.08

11.02

Average basic shares outstanding
9,306,382

9,299,691

9,293,382

9,288,400

8,623,134

9,297,019

7,852,514

Average diluted shares outstanding
9,403,013

9,405,013

9,402,343

9,413,049

8,755,416

9,406,346

7,982,997

Shares outstanding at period end
9,311,318

9,305,208

9,298,270

9,292,226

9,287,536

9,311,318

9,287,536

Selected Financial Ratios
Return on average assets
1.14
%
0.95
%
0.91
%
0.50
%
0.98
%
0.88
%
0.93
%
Return on average equity
10.18
%
8.71
%
8.60
%
4.47
%
8.48
%
8.04
%
9.02
%
Dividend payout ratio
47.06
%
53.33
%
57.14
%
114.29
%
59.26
%
60.38
%
57.14
%
Net interest margin (tax equivalent)
3.82
%
3.57
%
3.59
%
3.66
%
3.63
%
3.66
%
3.57
%
Efficiency ratio (tax equivalent)
59.48
%
61.97
%
65.26
%
80.50
%
64.24
%
66.44
%
65.78
%
Selected Balance Sheet Items
Investment securities and stock
$
314,074

322,341

357,567

331,771

279,021

Loans
$
698,956

685,915

691,719

685,196

574,354

Less allowance for loan losses
3,121

3,298

3,394

3,370

3,588

Net loans
$
695,835

682,617

688,325

681,826

570,766

Total assets
$
1,108,066

1,123,356

1,151,109

1,133,508

932,338

Total deposits
946,205

956,633

986,824

984,514

785,761

Short-term borrowings
16,645

24,954

23,523

11,215

8,655

Long-term debt
11,357

11,432

11,506

11,580

12,102

Total shareholders equity
125,695

123,179

122,584

119,761

118,873

Tangible common equity (TCE)
$
93,277

90,579

89,800

87,017

101,893

Tangible common assets (TCA)
1,075,648

1,090,756

1,118,325

1,100,764

915,358

TCE/TA
8.67
%
8.30
%
8.03
%
7.91
%
11.13
%
Loans to deposit ratio
73.87
%
71.70
%
70.10
%
69.60
%
73.10
%
Equity to assets ratio
11.34
%
10.97
%
10.65
%
10.57
%
12.75
%





Three Months Ended
Twelve Months Ended
12/31/2014
9/30/2014
6/30/2014
3/31/2014
12/31/2013
12/31/2014
12/31/2013
Selected Average Balance Sheet Items
Investment securities and stock
$
311,395

348,469

347,837

302,791

284,630

327,704

295,812

Loans
$
694,185

688,972

685,581

647,535

573,421

679,223

555,602

Less allowance for loan losses
3,075

3,288

3,367

3,372

3,428

3,275

3,401

Net loans
$
691,110

685,684

682,214

644,163

569,993

675,948

552,201

Total assets
$
1,123,949

1,140,922

1,145,300

1,071,198

953,929

1,120,515

944,659

Total deposits
967,505

976,109

991,809

922,051

809,264

964,526

812,037

Short-term borrowings
12,217

22,547

13,601

10,814

17,387

14,820

16,912

Long-term debt
11,382

11,457

11,531

11,821

12,218

11,546

12,768

Total shareholders equity
125,302

123,807

121,725

119,959

109,860

122,716

97,349

Asset Quality
Net charge-offs
$
370

496

232

299

54

Other real estate owned
1,370

1,460

1,906

1,799

1,463

Non-accrual loans
5,625

6,264

6,243

5,374

2,961

Loans past due 90 days or more and still accruing
96

111

130

825

250

Total nonperforming loans
$
5,721

6,375

6,373

6,199

3,211

Net charge-offs to average loans
0.21
%
0.29
%
0.14
%
0.19
%
0.04
%
Allowance for loan losses to total loans
0.45
%
0.48
%
0.49
%
0.49
%
0.62
%
Nonperforming loans to total loans
0.82
%
0.93
%
0.92
%
0.90
%
0.56
%
Nonperforming assets to total assets
0.64
%
0.70
%
0.72
%
0.71
%
0.50
%
Assets Under Management
LCNB Corp. total assets
$
1,108,066

1,123,356

1,151,109

1,133,508

932,338

Trust and investments (fair value)
258,266

255,409

267,857

262,666

257,088

Mortgage loans serviced
120,433

123,792

128,855

133,504

90,343

Business cash management
5,811

5,846

6,307

5,871

5,647

Brokerage accounts (fair value)
132,823

127,303

126,069

120,768

115,745

Total assets managed
$
1,625,399

1,635,706

1,680,197

1,656,317

1,401,161

Non-GAAP Financial Measures
Net income
$
3,217

2,718

2,611

1,323

2,347

9,869

8,780

Less (add) net gain (loss) on sales of securities, net of tax
37

64

0

(3
)
203

98

700

Add merger-related expenses, net of tax
26

3

46

853

71

928

981

Core net income
$
3,206

2,657

2,657

2,179

2,215

10,699

9,061

Basic core earnings per share
$
0.34

0.29

0.29

0.23

0.26

1.15

1.15

Diluted core earnings per share
$
0.34

0.28

0.28

0.23

0.25

1.14

1.14

Adjusted return on average assets
1.13
%
0.92
%
0.93
%
0.82
%
0.92
%
0.95
%
0.96
%
Adjusted return on average equity
10.06
%
8.44
%
8.67
%
7.32
%
7.97
%
8.67
%
9.29
%
Core efficiency ratio (tax equivalent)
59.48
%
62.46
%
64.66
%
68.48
%
65.14
%
63.62
%
63.88
%








LCNB CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
At December 31,
(Dollars in thousands)
2014 (Unaudited)
2013
ASSETS:
Cash and due from banks
$
14,235

10,410

Interest-bearing demand deposits
1,610

4,278

Total cash and cash equivalents
15,845

14,688

Investment securities:


Available-for-sale, at fair value
285,365

258,241

Held-to-maturity, at cost
22,725

16,323

Federal Reserve Bank stock, at cost
2,346

1,603

Federal Home Loan Bank stock, at cost
3,638

2,854

Loans, net
695,835

570,766

Premises and equipment, net
20,733

19,897

Goodwill
27,638

14,186

Bank owned life insurance
21,936

21,280

Other assets
12,005

12,500

TOTAL ASSETS
$
1,108,066

932,338

LIABILITIES:


Deposits:


Noninterest-bearing
$
213,303

164,912

Interest-bearing
732,902

620,849

Total deposits
946,205

785,761

Short-term borrowings
16,645

8,655

Long-term debt
11,357

12,102

Accrued interest and other liabilities
8,164

6,947

TOTAL LIABILITIES
982,371

813,465

SHAREHOLDERS' EQUITY:


Preferred shares  no par value, authorized 1,000,000 shares, none outstanding




Common shares  no par value, authorized 12,000,000 shares, issued 10,064,945 and 10,041,163 shares at December 31, 2014 and 2013, respectively
67,181

66,785

Retained earnings
69,394

65,475

Treasury shares at cost, 753,627 shares at December 31, 2014 and 2013
(11,665
)
(11,665
)
Accumulated other comprehensive loss, net of taxes
785

(1,722
)
TOTAL SHAREHOLDERS' EQUITY
125,695

118,873

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
$
1,108,066

932,338










LCNB CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(Unaudited)
Three Months Ended�
�December 31,
Year Ended�
�December 31,
2014
2013
2014
2013
INTEREST INCOME:
Interest and fees on loans
$
8,698

7,027

32,706

27,325

Interest on investment securities 




Taxable
856

813

3,757

3,369

Non-taxable
694

641

2,713

2,573

Other short-term investments
119

85

301

230

TOTAL INTEREST INCOME
10,367

8,566

39,477

33,497

INTEREST EXPENSE:




Interest on deposits
738

813

3,161

3,602

Interest on short-term borrowings
4

7

22

25

Interest on long-term debt
102

107

407

438

TOTAL INTEREST EXPENSE
844

927

3,590

4,065

NET INTEREST INCOME
9,523

7,639

35,887

29,432

PROVISION FOR LOAN LOSSES
193

219

930

588

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES
9,330

7,420

34,957

28,844

NON-INTEREST INCOME:




Trust income
832

708

2,903

2,518

Service charges and fees on deposit accounts
1,219

1,041

4,838

4,155

Net gain (loss) on sales of securities
56

307

149

1,060

Bank owned life insurance income
164

166

671

678

Gains from sales of mortgage loans
55

34

147

339

Other operating income
123

102

434

340

TOTAL NON-INTEREST INCOME
2,449

2,358

9,142

9,090

NON-INTEREST EXPENSE:




Salaries and employee benefits
3,866

3,704

15,762

13,487

Equipment expenses
340

324

1,316

1,232

Occupancy expense, net
526

513

2,232

2,042

State franchise tax
241

211

955

846

Marketing
162

115

703

561

FDIC insurance premiums
168

124

660

499

Merger-related expenses
34

107

1,400

1,433

Other non-interest expense
1,997

1,536

7,816

6,112

TOTAL NON-INTEREST EXPENSE
7,334

6,634

30,844

26,212

INCOME BEFORE INCOME TAXES
4,445

3,144

13,255

11,722

PROVISION FOR INCOME TAXES
1,228

797

3,386

2,942

NET INCOME
$
3,217

2,347

9,869

8,780

Dividends declared per common share
$
0.16

0.16

0.64

0.64

Earnings per common share:




Basic
$
0.34

0.27

1.06

1.12

Diluted
0.34

0.27

1.05

1.10

Weighted average common shares outstanding:




Basic
9,306,382

8,623,134

9,297,019

7,852,514

Diluted
9,403,013

8,755,416

9,406,346

7,982,997






Serious News for Serious Traders! Try StreetInsider.com Premium Free!

You May Also Be Interested In





Related Categories

SEC Filings