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 29, 2020

 

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 April 29, 2020, 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, 2020, 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 29, 2020, United Bancshares, Inc. separately issued a quarterly report to shareholders, clients and team members and a press release announcing its financial results for the quarter ended March 31, 2020, unaudited, and the approval by its Board of Directors of a cash dividend of $.07 per common share payable June 15, 2020 to shareholders of record at the close of business on May 29, 2020. 

 

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 29, 2020

99.2

Quarterly Report dated April 29, 2020

 

 

 

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 29, 2020

By:

/s/ Brian D. Young

 

 

 

  Brian D. Young

 

 

 

  President and Chief Executive Officer

 

 

 
ex_183288.htm

Exhibit 99.1

 

On April 29, 2020, 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 $902.5 million today announced operating results for the quarter ended March 31, 2020, unaudited.

 

For the quarter ended March 31, 2020, the Corporation reported net income of $1,088,000, or $0.33 basic earnings per share. This compares to the first quarter of 2019 net income of $1,814,000, or $0.55 basic earnings per share. The decrease in operating results for the first quarter of 2020 as compared to the same period in 2019 was primarily attributable to an increase in the provision for loan losses of $450,000 and an increase in non-interest expenses of $988,000, offset by increases in net interest income of $189,000, non-interest income of $326,000, and a decrease in the provision for income taxes of $197,000. The increase in the provision for loan losses was due to allocations of reserves for the uncertainties related to COVID-19.

 

For the quarter ended March 31, 2020, non-interest income was $2,834,000, compared to $2,508,000 for the first quarter of 2019, a $326,000 increase, which was attributable to increases in gain on sales of loans of $1,145,000 (79.6%), offset by decreases in other non-interest income of $819,000.  The significant increase in gain on sale of loans was attributable to the residential mortgage and governmental lending operations. The decrease in other non-interest income resulted from a $799,000 decrease in mortgage banking hedging income and a $132,000 decrease in the fair value of mortgage servicing rights, offset by increases in other non-interest income. The decrease in mortgage banking hedging activity resulted from a decrease in rates in the Bank’s hedged portfolio due to market volatility. The Company recognized a $670,000 loss in hedging for the first three months of 2020 compared to a $129,000 gain in the comparable period of 2019.

 

For the quarter ended March 31, 2020, non-interest expenses were $8,210,000, compared to $7,222,000 for the first quarter of 2019, a $988,000 (13.7%) increase.  The significant quarter-over-quarter increases included salaries and benefits expense of $651,000 (15.6%), expenses related to premises and equipment of $56,000, loan fees of $95,000 (43.2%), and advertising expense of $68,000 (15.2%).

 

Total assets amounted to $902.5 million at March 31, 2020, compared to $880.0 million at December 31, 2019, an increase of $22.5 million (2.5%). The increase in total assets was primarily the result of increases of $18.4 million in cash and cash equivalents due to deposit growth, $4.3 million (28.2%) in loans held for sale, and $4.1 million (2.2%) in securities available-for-sale, offset by a $3.0 million decrease in net loans, and a $1.5 million (14.8%) decrease in other assets (including accrued interest receivable). Deposits during this same period increased $18.0 million (2.5%).

 

Shareholders’ equity increased from $94.8 million at December 31, 2019 to $98.5 million at March 31, 2020. This increase was primarily the result of net income during the quarter ended March 31, 2020 of $1,088,000 and an increase in unrealized securities gains, net of tax of $2,949,000, offset by dividends paid of $458,000. The increase in unrealized securities gains during the quarter ended March 31, 2020, was the result of customary and expected changes in the bond market. Net unrealized gains and losses on securities are reported as accumulated other comprehensive income (loss) in the consolidated balance sheets.

 

United Bancshares, Inc. is the holding company of The Union Bank Company which serves Allen, Delaware, Franklin, Hancock, Marion, 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, 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 2019 Form 10-K.

 

 
ex_183289.htm

Exhibit 99.2

 

United Bancshares, Inc.

 

Quarterly Report

March 31, 2020

 

Shareholders, Clients and Team Members:

 

The year started with optimism to continue your Company’s growth in deposits, loans, non-interest income and overall profitability, however the pandemic quickly adjusted management’s focus to the safety of our team members, their families, and our communities. While we relocated most of our operational team members to their homes, we continued to service all our clients at branch locations via drive-up facilities and online services. We then quickly pivoted to allocate resources to give our clients and communities the opportunity to get assistance through the Paycheck Protection Program. As a result of those efforts, we expect to make over 1,100 loans for more than $110 million dollars, which will greatly support our communities as they recover from this crisis.

 

Although it is still unclear how long our communities will remain in lock down, or the depth or length of the economic impact on our economy, your Company entered this down-turn with strong liquidity, asset quality metrics, profitability, and capital. While we have not experienced increases in loan delinquencies or charge-offs through the end of the first quarter, management believed it was prudent to allocate an additional $550,000 to the Bank’s allowance for loan losses. This, along with a $243,000 decrease in the fair value of mortgage servicing rights, negatively affected your Company’s profitability for the quarter ended March 31, 2020. Despite these significant head winds, your Company reported approximately $1.1 million in net income for the first quarter. I am also pleased to report that your board has approved a $.07 per common share dividend, payable on June 15th to shareholders of record at the close of business on May 29th.

 

Despite the pandemic’s significant overall negative impact on our financial performance, the Company continues to experience positives in deposit growth, residential mortgage activity and most importantly the continued commitment of my fellow team members, who remain committed to serving others in this time of need. Their extraordinary 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. Thank you for your ongoing 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 ended

March 31, 2020

   

Three months ended

March 31, 2019

 
   

(dollars in thousands, except per share data)

 

Condensed Statement of Income

               

Interest income

  $ 9,232     $ 8,986  

Interest expense

    2,108       2,051  

Net interest income

    7,124       6,935  

Provision for loan losses

    550       100  

Net interest income after provision for loan losses

    6,574       6,835  

Non-interest income

    2,834       2,508  

Non-interest expenses

    8,210       7,222  

Income before income taxes

    1,198       2,121  

Provision for income taxes

    110       307  

Net income

  $ 1,088     $ 1,814  
                 

Average common shares outstanding (basic)

    3,270,066       3,270,408  
                 

PER COMMON SHARE

               

Net income

  $ 0.33     $ 0.55  

Book value

  $ 30.11     $ 25.82  

Tangible book value (non-GAAP)*

  $ 21.13     $ 16.79  

Closing price

  $ 16.25     $ 23.11  
                 

FINANCIAL RATIOS

               

Return on average assets

    0.49

%

    0.87

%

Return on average tangible equity (non-GAAP)*

    6.41

%

    13.86

%

Net interest margin

    3.61

%

    3.81

%

Efficiency ratio

    81.14

%

    74.76

%

Loans (including held for sale) to deposits

    81.86

%

    83.63

%

 

PERIOD END BALANCES

   

As of

March 31, 2020

   

As of

March 31, 2019

 

Assets

  $ 902,457     $ 852,231  

Loans, gross

  $ 573,981     $ 565,987  

Deposits

  $ 725,136     $ 689,254  

Shareholders' equity

  $ 98,482     $ 84,433  
                 

Common shares outstanding

    3,270,399       3,270,635  

 

 

* Tangible book value per share is calculated by dividing tangible equity by average shares outstanding.

 

 

 

Reconciliation of shareholders' equity to tangible equity

 

   

 

March 31, 2020

   

 

March 31, 2019

 

Shareholders' equity

  $ 98,482     $ 84,433  

Less goodwill and other intangibles

    29,372       29,529  

Tangible common equity

  $ 69,110     $ 54,904  

Average Shareholders' equity

  $ 97,336     $ 81,900  

Less average goodwill and other intangibles

    29,386       29,546  

Average tangible common equity

  $ 67,950     $ 52,354  

 

 

 

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

Stacy A. Cox – Chief Financial Officer

 

 

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

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

 

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