GREENSBORO, N.C., Jan. 31, 2017 (GLOBE NEWSWIRE) -- Carolina Bank Holdings, Inc. (Nasdaq:CLBH) today reported unaudited fourth quarter and annual 2016 results with highlights as follows:
Fourth Quarter and Annual 2016 Financial Highlights
- Net income increased to $1,204,000, or $0.24 per diluted common share, in the fourth quarter of 2016 from $1,036,000, or $0.21 per diluted common share in the fourth quarter of 2015.
- Net income available to common shareholders decreased to $5,112,000, or $1.01 per diluted common share for the year ended December 31, 2016 from $5,426,000 or $1.17 per diluted common share in 2015.
- Merger expenses of $819,000 in 2016 resulted in an after-tax reduction in net income of $718,000, or $0.14 per common share.
- Book value per common share increased to $13.13 at December 31, 2016 from $12.18 at December 31, 2015.
- Loans held for investment increased 0.75% during the fourth quarter of 2016 and 8.85% for the full year ended December 31, 2016.
- Average non-interest bearing demand deposits increased 17.58% and 19.29% in the fourth quarter of 2016 and full year of 2016 from the same periods in 2015, respectively.
- The net interest margin on a fully taxable basis decreased to 3.68% in the fourth quarter of 2016 and 3.66% for the full year of 2016 from 3.79% in the fourth quarter of 2015 and 3.73% for the full year of 2015; however net interest income on a fully taxable basis increased in both the fourth quarter and full year of 2016 from the same periods in 2015.
- Nonperforming assets declined to $7,396,000, or 1.05% of assets, at December 31, 2016 from $7,702,000, or 1.10% of assets, at December 31, 2015.
- Net loan loss charge-offs were $184,000 in 2016 compared to $1,733,000 in 2015.
- The Commercial/Retail Bank segment which excludes the mortgage division and the holding company realized net income of $6,010,000 in 2016 compared to $4,487,000 in 2015. The increase in 2016 resulted from higher net interest income, a lower provision for loan losses, lower operating expenses, and higher gains from the origination and sale of SBA loans.
- Carolina Bank Holdings, Inc. entered into a definitive merger agreement with First Bancorp (Nasdaq:FBNC) on June 21, 2016. CLBH stockholders are expected to receive either 1.002 shares of FBNC common stock or $20 in cash for each share of CLBH common stock, subject to total consideration being 75% stock/25% cash.
Robert T. Braswell, President and CEO, commented, “I am pleased with our progress in building and improving our relationships with customers as evidenced by our 8.85% growth in loans held for investment during 2016 and 19.29% increase in average non-interest-bearing deposits during 2016. We continued to improve our credit quality as evidenced by lower non-performing and classified assets and by a sharp reduction in loan charge-offs in 2016.”
“We are excited about our proposed merger with First Bancorp who shares our philosophy of delivering unparalleled service and financial solutions. As previously reported, our shareholders voted overwhelmingly for the merger at our special meeting of shareholders in December 2016. We are currently awaiting final regulatory approval and hope to close the merger in the first quarter of 2017,” said Braswell.
About the Company
Carolina Bank, the banking subsidiary of Carolina Bank Holdings, Inc. began banking operations on November 25, 1996. The parent company is a North Carolina corporation organized in 2000. The bank is engaged in lending and deposit gathering activities in the Piedmont Triad of North Carolina, with operations in four counties: Guilford, Alamance, Forsyth and Randolph. The bank has eight full-service banking locations, three in Greensboro, one in Asheboro, one in High Point, one in Burlington, and two in Winston-Salem. Residential mortgage loan production offices are located in Burlington, Chapel Hill and Sanford in addition to a wholesale residential mortgage operation in Greensboro. The Company’s stock is listed on the NASDAQ Global Market under the symbol CLBH. Further information is available on the Company’s web site: www.carolinabank.com.
Caution Regarding Forward-Looking Statements
This press release, in particular statements regarding the proposed transaction between Carolina Bank Holdings, Inc. and First Bancorp, the expected timetable for completing the transaction, and any other statements about Carolina Bank Holdings, Inc. or First Bancorp managements’ future expectations, beliefs, goals, plans or prospects, includes forward-looking statements that are based on certain beliefs and assumptions and reflect the current expectations of Carolina Bank Holdings, Inc., First Bancorp, and their respective management. Statements that are predictive in nature, that depend on or relate to future events or conditions, or that include words such as “believes,” “anticipates,” “expects,” “continues,” “predict,” “potential,” “contemplates,” “may,” “will,” “likely,” “could,” “should,” “estimates,” “intends,” “plans” and other similar expressions are forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. Forward-looking statements involve known and unknown risks, assumptions and uncertainties that may cause actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements, and you should not place undue reliance on these statements. Some of the factors that could cause actual results to differ materially from current expectations are: the ability to consummate the proposed transaction; any conditions imposed on the parties in connection with the consummation of the proposed transaction; the occurrence of any event, change or other circumstances that could give rise to the termination of the agreement relating to the proposed transaction; Carolina Bank Holdings, Inc.’s ability to maintain relationships with employees and third parties following announcement of the proposed transaction; the ability of the parties to satisfy the conditions to the closing of the proposed transaction; the risk that the proposed transaction may not be completed in the time frame expected by the parties or at all; and the risks that are described from time to time in Carolina Bank Holdings Inc.’s reports filed with the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and on general industry and economic conditions. Carolina Bank Holdings, Inc. disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Additional Information About the Proposed Merger with First Bancorp and Where to Find It
This material contained in this press release is not a substitute for the proxy statement/prospectus or any other documents which First Bancorp and Carolina Bank Holdings may send to their respective shareholders in connection with the proposed merger. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities.
In connection with the proposed transaction, First Bancorp has filed with the SEC a Registration Statement on Form S-4 that includes a proxy statement of Carolina Bank Holdings, Inc. and a prospectus of First Bancorp, as well as other relevant documents concerning the proposed transaction. Investors and security holders are also urged to carefully review and consider each of First Bancorp’s and Carolina Bank Holdings’ public filings with the SEC, including but not limited to their Annual Reports on Form 10-K, their proxy statements, their Current Reports on Form 8-K and their Quarterly Reports on Form 10-Q. BEFORE MAKING ANY INVESTMENT DECISIONS, INVESTORS AND SHAREHOLDERS OF CAROLINA BANK HOLDINGS ARE URGED TO CAREFULLY READ THE ENTIRE REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain a free copy of the proxy statement/prospectus and other filings containing information about First Bancorp and Carolina Bank Holdings at the SEC’s website at www.sec.gov. Investors and security holders may also obtain free copies of the documents filed with the Securities and Exchange Commission by First Bancorp on its website at http://www.localfirstbank.com and by Carolina Bank Holdings, Inc. on its website at http://www.carolinabank.com.
|Carolina Bank Holdings, Inc. and Subsidiary|
|Consolidated Balance Sheets|
|December 31,||December 31,|
|(in thousands, except share data)|
|Cash and due from banks||$||4,913||$||6,559|
|Interest-bearing deposits with banks||67,732||69,233|
|Bank term deposits||11,305||16,604|
|Securities available-for-sale, at fair value||37,491||47,360|
|Securities held-to-maturity (fair values of $13,774 in 2016 and $15,226 in 2015)||13,715||14,954|
|Loans held for sale||22,877||39,583|
|Less allowance for loan losses||(5,688||)||(5,872||)|
|Premises and equipment, net||18,181||19,007|
|Other real estate owned||3,655||4,592|
|Bank-owned life insurance||12,212||11,843|
|Liabilities and Stockholders' Equity|
|Non-interest bearing demand||$||140,329||$||125,189|
|NOW, money market and savings||359,150||349,815|
|Advances from the Federal Home Loan Bank||12,073||2,681|
|Securities sold under agreements to repurchase||-||47|
|Other liabilities and accrued expenses||9,221||10,014|
|Preferred stock, no par value, authorized 1,000,000 shares;|
|Series A preferred stock - none issued and outstanding||-||-|
|Series B convertible preferred stock - none issued and outstanding||-||-|
|Common stock, $1 par value; authorized 20,000,000 shares; issued|
|and outstanding 5,052,500 in 2016 and 5,021,330 in 2015||5,052||5,021|
|Additional paid-in capital||29,577||29,234|
|Stock in directors' rabbi trust||(2,156||)||(1,831||)|
|Directors' deferred fees obligation||2,156||1,831|
|Accumulated other comprehensive income||400||710|
|Total stockholders’ equity||66,315||61,139|
|Total liabilities and stockholders’ equity||$||705,330||$||700,798|
|Carolina Bank Holdings, Inc. and Subsidiary|
|Consolidated Statements of Income (unaudited)|
|Three Months ||Years Ended|
|Ended December 31,||December 31,|
|(in thousands, except per share data)|
|Investment securities, taxable||281||325||1,304||1,310|
|Investment securities, non taxable||106||116||455||479|
|Interest from deposits in banks||124||84||530||267|
|Total interest income||6,687||6,760||26,511||26,370|
|NOW, money market, savings||239||240||��||939||953|
|Other borrowed funds||246||173||939||630|
|Total interest expense||678||679||2,802||2,725|
|Net interest income||6,009||6,081||23,709||23,645|
|Provision for loan losses||-||(200||)||-||1,085|
|Net interest income after provision for loan losses||6,009||6,281||23,709||22,560|
|Mortgage banking income||1,995||2,206||9,110||12,054|
|Gain on sale of SBA loans||-||14||498||134|
|Total non-interest income||2,393||2,591||11,133||13,643|
|Salaries and benefits||4,439||4,351||17,655||17,784|
|Occupancy and equipment||654||787||2,824||3,105|
|Outside data processing||328||270||1,159||1,079|
|Advertising and promotion||158||354||892||932|
|Stationery, printing and supplies||127||135||560||582|
|Total non-interest expense||6,691||7,276||27,698||27,934|
|Income before income taxes||1,711||1,596||7,144||8,269|
|Income tax expense||507||560||2,032||2,502|
|Dividends and accretion on preferred stock||-||-||-||341|
|Net income available to common stockholders||$||1,204||$||1,036||$||5,112||$||5,426|
|Net income per common share|
|Carolina Bank Holdings, Inc.|
|Consolidated Financial Highlights|
|Fourth Quarter 2016|
|4th Qtr||3rd Qtr||2nd Qtr||1st Qtr||4th Qtr|
|($ in thousands except for share and per share data)||2016||2016||2016||2016||2015||2016||2015|
|Net interest income||$||6,009||5,900||6,029||5,771||6,081||23,709||23,645|
|Provision for loan losses||$||-||-||-||-||(200||)||-||1,085|
|Net income available to common stockholders||$||1,204||1,564||1,243||1,101||1,036||5,112||5,426|
|Basic earnings per common share||$||0.24||0.31||0.25||0.22||0.21||1.01||1.24|
|Diluted earnings per common share||$||0.24||0.31||0.25||0.22||0.21||1.01||1.17|
|Average common shares outstanding||5,047,581||5,044,646||5,038,723||5,036,150||5,008,301||5,041,799||4,389,086|
|Average diluted common shares outstanding||5,049,301||5,048,705||5,042,626||5,041,038||5,019,056||5,045,437||4,620,411|
|Return on average assets *||0.67||%||0.87||%||0.71||%||0.63||%||0.59||%||0.72||%||0.84||%|
|Return on average common equity *||7.26||%||9.59||%||7.89||%||7.14||%||6.79||%||7.98||%||9.73||%|
|Net interest margin (fully-tax equivalent) *||3.68||%||3.60||%||3.73||%||3.61||%||3.79||%||3.66||%||3.73||%|
|Efficiency ratio (excluding merger expenses)||77.18||%||73.22||%||72.89||%||80.98||%||83.05||%||75.88||%||74.18||%|
|Efficiency ratio (excluding mortgage div/merger X)||67.65||%||64.39||%||67.83||%||71.95||%||75.06||%||67.92||%||71.72||%|
|# full-time equivalent employees - period end||165||177||187||190||192||165||192|
|Equity to period-end assets||9.40||%||9.25||%||9.08||%||8.88||%||8.72||%||9.40||%||8.72||%|
|Common tangible equity to assets||9.40||%||9.25||%||9.08||%||8.88||%||8.72||%||9.40||%||8.72||%|
|Tier 1 leverage capital ratio - Bank||10.30||%||10.10||%||9.94||%||9.74||%||9.71||%||10.30||%||9.71||%|
|Tier 1 risk-based capital ratio - Bank||12.80||%||12.35||%||12.20||%||12.62||%||12.09||%||12.80||%||12.09||%|
|Total risk-based capital ratio - Bank||14.12||%||13.98||%||13.82||%||14.40||%||13.81||%||14.12||%||13.81||%|
|Book value per common share||$||13.13||13.00||12.71||12.45||12.18||13.13||12.18|
|Net loan charge-offs (recoveries)||$||76||(146||)||351||(97||)||1,495||184||1,733|
|Net charge-offs (recoveries) to average loans *||0.06||%||-0.12||%||0.30||%||-0.08||%||1.29||%||0.04||%||0.37||%|
|Allowance for loan losses||$||5,688||5,764||5,618||5,969||5,872||5,688||5,872|
|Allowance for loan losses to loans held invst.||1.12||%||1.15||%||1.18||%||1.31||%||1.26||%||1.12||%||1.26||%|
|Performing restructured loans||$||9,424||9,375||9,486||12,078||9,687||9,424||9,687|
|Other real estate owned||$||3,655||3,914||4,212||4,587||4,592||3,655||4,592|
|Nonperforming loans to loans held for investment||0.74||%||0.87||%||1.07||%||0.77||%||0.67||%||0.74||%||0.67||%|
|Nonperforming assets to total assets||1.05||%||1.17||%||1.32||%||1.15||%||1.10||%||1.05||%||1.10||%|
|END OF PERIOD BALANCES|
|Total loans held for investment||$||507,013||503,226||476,783||455,139||465,804||507,013||465,804|
|Total earning assets||$||666,488||669,231||663,082||657,915||646,158||664,200||643,031|
|Total loans held for investment||$||503,185||494,502||470,021||466,301||463,285||483,586||465,163|
|Total non interest-bearing demand deposits||$||147,303||146,848||141,092||129,367||125,279||141,185||118,355|
|Common stockholders' equity||$||66,018||64,855||63,349||61,979||60,522||64,058||54,479|
|* annualized for all periods presented|
FOR ADDITIONAL INFORMATION, PLEASE CONTACT: Carolina Bank Holdings, Inc. T. Allen Liles, EVP and CFO Telephone: 336-286-8746 Email: email@example.com
Source:Carolina Bank Holdings, Inc.