アフィニティバンクシェアーズの適時開示・決算・その他

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): October 25, 2024

   

Affinity Bancshares, Inc.

(Exact name of Registrant as Specified in Its Charter)


Maryland	001-39914	82-1147778
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3175 Highway 278
Covington, Georgia		30014
(Address of Principal Executive Offices)		(Zip Code)

    Registrant’s Telephone Number, Including Area Code: 770 786-7088

   

    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:

☐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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	AFBI	The Nasdaq Stock Market LLC

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 October 25, 2024, Affinity Bancshares, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2024. The press release is attached to this Current Report as Exhibit 99.1. This Current Report and the press release are being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for any purpose.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.	Exhibit
99.1	Press Release dated October 25, 2024
99.2	Supplemental Financial Information dated October 25, 2024
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 thereunto duly authorized.


			AFFINITY BANCSHARES, INC.

Date:	October 25, 2024	By:	/s/ Brandi Pajot
			Brandi Pajot Senior Vice President and Chief Financial Officer

EX-99.1 2 afbi-ex99_1.htm EX-99.1 EX-99.1

Affinity Bancshares, Inc.

Announces Third Quarter 2024

Financial Results

Affinity Bancshares, Inc. (NASDAQ:“AFBI”) (the “Company”), the holding company for Affinity Bank (the “Bank”), today announced net income of $1.7 million for the three months ended September 30, 2024, as compared to $1.6 million for the three months ended September 30, 2023.



	At or for the three months ended,
Performance Ratios:	September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023			September 30, 2023
Net income (in thousands)	$	1,730		$	1,031		$	1,335		$	1,514		$	1,623
Diluted earnings per share		0.26			0.16			0.20			0.23			0.25
Common book value per share		20.02			19.49			19.21			18.94			18.50
Tangible book value per share (1)		17.18			16.64			16.36			16.08			15.63
Total assets (in thousands)		878,561			873,582			869,547			843,258			855,431
Return on average assets		0.78	%		0.48	%		0.63	%		0.70	%		0.74	%
Return on average equity		5.43	%		3.33	%		4.38	%		5.03	%		5.42	%
Equity to assets		14.61	%		14.32	%		14.18	%		14.41	%		13.85	%
Tangible equity to tangible assets (1)		12.80	%		12.49	%		12.33	%		12.50	%		11.95	%
Net interest margin		3.52	%		3.71	%		3.38	%		3.32	%		3.36	%
Efficiency ratio		71.48	%		78.74	%		75.96	%		74.30	%		71.78	%
(1) Non-GAAP measure - see “Explanation of Certain Unaudited Non-GAAP Financial Measures” for more information and reconciliation to GAAP.

Net Income

•

Net income was $1.7 million for three months ended September 30, 2024 as compared to $1.6 million for the three months ended September 30, 2023, as a result of an increase in net interest income partially offset by an increase in noninterest expenses.

Results of Operations

•

Net interest income was $7.4 million for the three months ended September 30, 2024 compared to $6.9 million for the three months ended September 30, 2023. The increase was due to an increase in interest income on loans, partially offset by a rise in deposit and borrowing costs and a decrease in interest income on interest-earning deposits.

•

Net interest margin for the three months ended September 30, 2024 increased to 3.52% from 3.36% for the three months ended September 30, 2023. The increase in the margin relates to increases in our yield on earning assets exceeding our increases in our deposits and borrowing costs.

•

Noninterest income decreased $64,000 to $566,000 for the three months ended September 30, 2024.

•

Non-interest expense increased $298,000 to $5.7 million for the three months ended September 30, 2024 compared to the respective period in 2023, due to increases in professional fees related to our proposed merger with Atlanta Postal Credit Union and increases in salaries and employee benefits.

•

Net interest income was $21.7 million for the nine months ended September 30, 2024 compared to $20.5 million for the nine months ended September 30, 2023. The increase was due to an increase in interest income on loans and investment securities, partially offset by a rise in deposit and borrowing costs and a decrease in interest income on interest-earning deposits.

•

Net interest margin for the nine months ended September 30, 2024 increased to 3.54% from 3.36% for the nine months ended September 30, 2023. The increase in the margin relates to increases in our yield on earning assets exceeding our increases in our deposits and borrowing costs.

•

Provision for credit losses, which is related to provision on unfunded commitments was $213,000 for the nine months ended September 30, 2024 compared to $7,000 for the nine months ended September 30, 2023.

•

Noninterest income decreased $5,000 to $1.8 million for the nine months ended September 30, 2024.

•

Non-interest expense increased $2.1 million to $18.0 million for the nine months ended September 30, 2024 compared to the respective period in 2023, due to increases in professional fees related to our proposed merger with Atlanta Postal Credit Union and increases in salaries and employee benefits.

Financial Condition

•

Total assets increased $35.3 million to $878.6 million at September 30, 2024 from $843.3 million at December 31, 2023, as we experienced loan growth.

•

Total gross loans increased $37.7 million to $697.6 million at September 30, 2024 from $659.9 million at December 31, 2023. The increase was due to steady loan demand in construction and commercial non-owner occupied properties.

•

Non-owner occupied office loans totaled $32.7 million at September 30, 2024; the average LTV on these loans is 46.6%, including

$14.5 million medical/dental tenants and

$18.2 million to other various tenants.

•

Investment securities held-to-maturity unrealized gains were $189,000, net of tax. Investment securities available-for-sale unrealized losses were $4.7 million, net of tax.

•

Cash and cash equivalents increased $2.3 million to $52.3 million at September 30, 2024 from $50.0 million at December 31, 2023.

•

Deposits increased by $9.3 million to $683.8 million at September 30, 2024 compared to $674.4 million at December 31, 2023, with a $16.5 million net increase in demand deposits partially offset by $7.1 million decrease in certificates of deposits.

•

Uninsured deposits were approximately $103.7 million at September 30, 2024 and represented 15.2% of total deposits.

•

Borrowings increased by $18.8 million to $58.8 million at September 30, 2024 compared to $40.0 million at December 31, 2023 as we continue to evaluate borrowing needs related to enhancing bank liquidity.

Asset Quality

•

Non-performing loans decreased to $4.9 million at September 30, 2024 from $7.4 million at December 31, 2023.

•

The allowance for credit losses as a percentage of non-performing loans was 172.4% at September 30, 2024, as compared to 120.1% at December 31, 2023.

•

Allowance for credit losses to total loans decreased to 1.20% at September 30, 2024 from 1.35% at December 31, 2023.

•

Net loan charge-offs were $523,000 for the nine months ended September 30, 2024, as compared to net loan charge-offs of $114,000 for the nine months ended September 30, 2023.

About Affinity Bancshares, Inc.

The Company is a Maryland corporation based in Covington, Georgia. The Company’s banking subsidiary, Affinity Bank, opened in 1928 and currently operates a full-service office in Atlanta, Georgia, two full-service offices in Covington, Georgia, and a loan production office serving the Alpharetta and Cumming, Georgia markets.

Forward-Looking Statements

In addition to historical information, this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which describe the future plans, strategies and expectations of the Company. Forward-looking statements can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “contemplate,” “continue,” “target” and words of similar meaning. Forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Accordingly, you should not place undue reliance on such statements. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this report. Factors which could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to, changes in general economic conditions, interest rates and inflation; changes in asset quality; our ability to access cost-effective funding; fluctuations in real estate values; changes in laws or regulations; changes in liquidity, including the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio; changes in technology; failures or breaches of our IT security systems; our ability to introduce new products and services and capitalize on growth opportunities; changes in the value of our goodwill and other intangible assets; our ability to successfully integrate acquired operations or assets; changes in accounting policies and practices; our ability to retain key employees; and the effects of natural disasters and geopolitical events, including terrorism, conflict and acts of war. These risks and other uncertainties are further discussed in the reports that the Company files with the Securities and Exchange Commission.

Average Balance Sheets

The following tables set forth average balance sheets, average annualized yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects would be immaterial. All average balances are monthly average balances. Non-accrual loans were included in the computation of average balances. The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense.


	For the Nine Months Ended September 30,
	2024							2023
	Average Outstanding Balance		Interest		Average Yield/Rate			Average Outstanding Balance		Interest		Average Yield/Rate
	(Dollars in thousands)
Interest-earning assets:
Loans	$	681,876	$	30,575		5.99	%	$	659,416	$	26,131		5.30	%
Investment securities held-to-maturity		33,892		1,567		6.18	%		33,733		1,549		6.14	%
Investment securities available-for-sale		47,783		1,377		3.85	%		49,616		1,299		3.50	%
Interest-earning deposits and federal funds		51,105		1,964		5.13	%		69,340		2,527		4.87	%
Other investments		5,676		263		6.19	%		2,285		109		6.38	%
Total interest-earning assets		820,332		35,746		5.82	%		814,390		31,615		5.19	%
Non-interest-earning assets		50,238							51,675
Total assets	$	870,570						$	866,065

Interest-bearing liabilities:
Interest-bearing checking accounts	$	88,243	$	344		0.52	%	$	92,614	$	172		0.25	%
Money market accounts		145,284		3,496		3.21	%		139,726		2,472		2.37	%
Savings accounts		73,056		1,563		2.86	%		88,528		1,680		2.54	%
Certificates of deposit		218,641		6,884		4.21	%		207,734		5,691		3.66	%
Total interest-bearing deposits		525,224		12,287		3.12	%		528,602		10,015		2.53	%
FHLB advances and other borrowings		53,857		1,727		4.28	%		33,975		1,109		4.36	%
Total interest-bearing liabilities		579,081		14,014		3.23	%		562,577		11,124		2.64	%
Non-interest-bearing liabilities		166,911							184,871
Total liabilities		745,992							747,448
Total stockholders' equity		124,578							118,617
Total liabilities and stockholders' equity	$	870,570						$	866,065
Net interest rate spread						2.59	%						2.55	%
Net interest income			$	21,732						$	20,491
Net interest margin						3.54	%						3.36	%


	For the Three Months Ended September 30,
	2024							2023
	Average Outstanding Balance		Interest		Average Yield/Rate			Average Outstanding Balance		Interest		Average Yield/Rate
	(Dollars in thousands)
Interest-earning assets:
Loans	$	698,877	$	10,596		6.03	%	$	660,456	$	9,113		5.47	%
Investment securities held-to-maturity		33,235		511		6.12	%		34,158		525		6.10	%
Investment securities available-for-sale		47,600		435		3.64	%		49,242		461		3.71	%
Interest-earning deposits and federal funds		52,250		668		5.09	%		68,892		889		5.12	%
Other investments		6,091		92		6.01	%		2,053		36		6.96	%
Total interest-earning assets		838,053		12,302		5.84	%		814,801		11,024		5.37	%
Non-interest-earning assets		47,471							51,971
Total assets	$	885,524						$	866,772

Interest-bearing liabilities:
Interest-bearing checking accounts	$	87,569	$	127		0.58	%	$	90,682	$	73		0.32	%
Money market accounts		149,321		1,238		3.30	%		142,346		987		2.75	%
Savings accounts		71,003		509		2.85	%		81,756		569		2.76	%
Certificates of deposit		217,307		2,313		4.23	%		232,276		2,286		3.90	%
Total interest-bearing deposits		525,200		4,187		3.17	%		547,060		3,915		2.84	%
FHLB advances and other borrowings		63,323		701		4.40	%		20,000		208		4.13	%
Total interest-bearing liabilities		588,523		4,888		3.30	%		567,060		4,123		2.88	%
Non-interest-bearing liabilities		170,197							180,868
Total liabilities		758,720							747,928
Total stockholders' equity		126,804							118,844
Total liabilities and stockholders' equity	$	885,524						$	866,772
Net interest rate spread						2.54	%						2.49	%
Net interest income			$	7,414						$	6,901
Net interest margin						3.52	%						3.36	%

AFFINITY BANCSHARES, INC.

Consolidated Balance Sheets

(unaudited)



	September 30, 2024			December 31, 2023
	(Dollars in thousands except per share amounts)
Assets
Cash and due from banks	$	5,316		$	6,030
Interest-earning deposits in other depository institutions		46,983			43,995
Cash and cash equivalents		52,299			50,025
Investment securities available-for-sale		48,400			48,561
Investment securities held-to-maturity (estimated fair value of $32,571, net of allowance for credit losses of $45 at September 30, 2024 and estimated fair value of $33,835, net of allowance for credit losses of $45 at December 31, 2023)		32,273			34,206
Other investments		6,167			5,434
Loans		697,572			659,876
Allowance for credit loss on loans		(8,398	)		(8,921	)
Net loans		689,174			650,955
Other real estate owned		—			2,850
Premises and equipment, net		3,469			3,797
Bank owned life insurance		16,385			16,086
Intangible assets		18,223			18,366
Other assets		12,171			12,978
Total assets	$	878,561		$	843,258

Liabilities and Stockholders' Equity

Liabilities:
Non-interest-bearing checking	$	161,361		$	154,689
Interest-bearing checking		87,947			85,362
Money market accounts		151,232			138,673
Savings accounts		69,426			74,768
Certificates of deposit		213,804			220,951
Total deposits		683,770			674,443
Federal Home Loan Bank advances and other borrowings		58,815			40,000
Accrued interest payable and other liabilities		7,600			7,299
Total liabilities		750,185			721,742
Stockholders' equity:
Common stock (par value $0.01 per share, 40,000,000 shares authorized; 6,412,430 issued and outstanding at September 30, 2024 and 6,416,628 issued and outstanding at December 31, 2023)		64			64
Preferred stock (10,000,000 shares authorized, no shares outstanding)		—			—
Additional paid in capital		62,049			61,026
Unearned ESOP shares		(4,430	)		(4,587	)
Retained earnings		75,441			71,345
Accumulated other comprehensive loss		(4,748	)		(6,332	)
Total stockholders' equity		128,376			121,516
Total liabilities and stockholders' equity	$	878,561		$	843,258

AFFINITY BANCSHARES, INC.

Consolidated Statements of Income

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(Dollars in thousands except per share amounts)
Interest income:
Loans, including fees	$	10,596	$	9,113	$	30,575	$	26,131
Investment securities		1,038		1,022		3,207		2,957
Interest-earning deposits		668		889		1,964		2,527
Total interest income		12,302		11,024		35,746		31,615
Interest expense:
Deposits		4,187		3,915		12,287		10,015
FHLB advances and other borrowings		701		208		1,727		1,109
Total interest expense		4,888		4,123		14,014		11,124
Net interest income before provision for credit losses		7,414		6,901		21,732		20,491
Provision for credit losses		—		—		213		7
Net interest income after provision for credit losses		7,414		6,901		21,519		20,484
Noninterest income:
Service charges on deposit accounts		364		426		1,150		1,222
Net gain on sale of other real estate owned		—		—		135		—
Other		202		204		570		638
Total noninterest income		566		630		1,855		1,860
Noninterest expenses:
Salaries and employee benefits		3,257		3,007		9,853		9,047
Occupancy		600		637		1,833		1,919
Data processing		520		525		1,538		1,504
Professional fees		356		160		1,737		475
Other		971		1,077		3,032		2,939
Total noninterest expenses		5,704		5,406		17,993		15,884
Income before income taxes		2,276		2,125		5,381		6,460
Income tax expense		546		502		1,285		1,525
Net income	$	1,730	$	1,623	$	4,096	$	4,935
Weighted average common shares outstanding
Basic		6,412,511		6,417,754		6,415,246		6,500,562
Diluted		6,611,468		6,493,114		6,555,096		6,575,923
Basic earnings per share	$	0.27	$	0.25	$	0.64	$	0.76
Diluted earnings per share	$	0.26	$	0.25	$	0.62	$	0.75

Explanation of Certain Unaudited Non-GAAP Financial Measures

Reported amounts are presented in accordance with GAAP. Additionally, the Company believes the following information is utilized by regulators and market analysts to evaluate a company’s financial condition and, therefore, such information is useful to investors. These disclosures should not be viewed as a substitute for financial results in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures which may be presented by other companies. Refer to the Non-GAAP Reconciliation tables below for details on the earnings impact of these items.


	For the Three Months Ended
Non-GAAP Reconciliation	September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023			September 30, 2023
Tangible book value per common share reconciliation
Book Value per common share (GAAP)	$	20.02		$	19.49		$	19.21		$	18.94		$	18.50
Effect of goodwill and other intangibles		(2.84	)		(2.85	)		(2.85	)		(2.86	)		(2.87	)
Tangible book value per common share	$	17.18		$	16.64		$	16.36		$	16.08		$	15.63
Tangible equity to tangible assets reconciliation
Equity to assets (GAAP)		14.61	%		14.32	%		14.18	%		14.41	%		13.85	%
Effect of goodwill and other intangibles		(1.81	)%		(1.83	)%		(1.85	)%		(1.91	)%		(1.90	)%
Tangible equity to tangible assets (1)		12.80	%		12.49	%		12.33	%		12.50	%		11.95	%
(1) Tangible assets is total assets less intangible assets. Tangible equity is total equity less intangible assets.

EX-99.2 3 afbi-ex99_2.htm EX-99.2

AFBI Selected Data COMPANY HIGHLIGHTS $878.6 million in assets $697.6 million in loans $683.8 million in deposits 4.20% growth in assets 5.7% growth in loans 1.4% growth in deposits As of 2024 Q3 YTD 2024

AFBI Selected Data COMPANY HIGHLIGHTS $32.7 million in NOO office loans 46.6% avg LTV on NOO office loans 36.5% DDA/Total Deposits $1.7 million in Q3 2024 earnings 15.2% uninsured deposits approximately $0.26 Diluted Earnings per Share

AFBI Selected Data Tangible Book Value Calculation Tangible Equity Shares Outstanding Tangible Book Value Ending balance December 31, 2023 $103,150 6,417 $16.08 Stock Activity 1,022 Unearned stock comp change 157 AOCI Change 1,584 Effect of goodwill and other intangibles 144 Net earnings before stock compensation 4,955 Stock Compensation, net of taxes (859) Ending balance September 30, 2024 $110,153 6,412 $17.18 (in thousands, including shares, except for tangible book value) * See Non-GAAP Reconciliation

AFBI Selected Data Loan Composition as of September 30, 2024

AFBI Selected Data Deposit Composition as of September 30, 2024

AFBI Selected Deposit Data DEPOSITS * All deposits are held at Affinity Bank and include the Company’s own funds. Estimated uninsured deposits are approximately $103.7 million or 15.2% of total deposits.* Consumer deposits total $23.9 million or 23.1% of estimated uninsured deposits. Business deposits total $79.8 million or 76.9% of estimated uninsured deposits. Demand deposits represent 36% of total deposits. Consumer and Business demand deposits each represent approximately 46% and 54% of total demand deposits. Dental deposits total $109.9 million and represent 16.1% of total deposits. Cost of Funds – 2.58% 3Q24, 2.47% 2Q24, and 2.42% 1Q24

AFBI Share Information NON-GAAP RECONCILIATION