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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): July 31, 2023

 

UNITED BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

Ohio 0-16540 34-1405357
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

 

201 South 4th Street, Martins Ferry, Ohio 43935-0010
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (740) 633-0445

  

(Former name or former address, if changed since last report.)

 

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, Par Value $1.00   UBCP   NASDAQ Capital 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:

 

¨ 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 31, 2023, United Bancorp, Inc. issued a press release announcing its results of operations and financial condition for and as of the three and six month periods ended June 30, 2023, unaudited. The press release is furnished as Exhibit No. 99 hereto.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)        Exhibits

 

The following exhibits are furnished herewith:

 

Exhibit

Number

Exhibit Description
   
99 Press release, dated July 31, 2023, announcing Registrant’s unaudited results of operations and financial condition for and as of the three and six month periods ended June 30, 2023.

 

 


 

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 hereunto duly authorized.

 

Dated: July 31, 2023 United Bancorp, Inc.
   
  /s/ Randall M. Greenwood
  Randall M. Greenwood
  Senior Vice President and
  Chief Financial Officer

 

 

 

 

 

EX-99 2 tm2322441d1_ex99.htm EXHIBIT 99

 

Exhibit 99

 

 

 

PRESS RELEASE

 

United Bancorp, Inc. 201 South 4th at Hickory Street, Martins Ferry, OH 43935

 

Contacts: Scott A. Everson Randall M. Greenwood
  President and CEO Senior Vice President, CFO and Treasurer
  (740) 633-0445, ext. 6154 (740) 633-0445, ext. 6181
  ceo@unitedbancorp.com cfo@unitedbancorp.com

 

FOR IMMEDIATE RELEASE:            11:00 a.m. July 31, 2023

 

United Bancorp, Inc. Reports 2023 Second Quarter and Six Month Earnings Performance

 

MARTINS FERRY, OHIO ¨¨¨ United Bancorp, Inc. (NASDAQ: UBCP) reported diluted earnings per share of $0.40 and net income of $2,280,000 for the three months ended June 30, 2023. For the first six months of the current year, UBCP reported diluted earnings per share of $0.73, an increase of 4.3%, and net income of $4,168,000, an increase of 3.0%, over the previous year.

 

Randall M. Greenwood, Senior Vice President, CFO and Treasurer remarked, “We are pleased to report on the earnings performance of United Bancorp, Inc. (UBCP) for the second quarter ended June 30, 2023 and the first six months of 2023. For the quarter, our Company achieved solid net income and diluted earnings per share results of $2,280,000 and $0.40, which were in-line with our Company’s earnings results achieved during the second quarter of last year. For the six months ended June 30, 2023, our Company produced net income of $4,168,000 and diluted earnings per share of $0.73, which were both respective increases of $120,000, or 3.0%, and $0.03, or 4.3%, over the results achieved for the first six months of the prior year. As we have previously reported, UBCP has been able to capitalize on the extreme tightening of monetary policy undertaken by the Federal Open Market Committee of the Federal Reserve (FOMC) over the course of the past fifteen months, which has caused interest rates to rise rapidly during this timeframe from a range of 25 to 50 basis points in March 2022 to a range of 5.00% to 5.25% as of June 2023. Our Company was properly positioned to take advantage of this dramatic increase in interest rates over the course of the past fifteen months and, accordingly, we experienced an improvement in the level of net interest income that we generated of $1,289,000, an increase of 11.23%, for the first six months of the current year relative to the previous year and a net interest margin of 3.58% as of June 30, 2023. We are pleased to see that our net interest income continues to increase; although, we did experience marginal compression of our net interest margin on a linked-quarter basis by 17 basis points. Year-over-year, the level of net interest income that we realized was positively impacted by a slight increase in average loans of $1.1 million and the significant increases in both average securities and average cash and due from the Federal Reserve Bank of $84.0 million, or 55.3%, and $46.2 million, or 628.5%, respectively. This year-over-year increase in earning assets was funded by growth achieved in our total deposits of $36.3 million and advances from the Federal Home Loan Bank of $75 million… the latter of which we previously disclosed in our first quarter earnings release as a defensive play to both generate liquidity in response to the industry challenges that arose in mid-March and to provide a hedge against the potential of a substantial rise in interest rates in our current operating environment. Although the advance at the Federal Home Loan Bank taken last quarter did have a dilutive impact on both our net interest margin and return on assets in the most recently ended quarter, it did have a positive impact on our bottom-line net income, since we were able to park those funds in overnight investments at a positive spread.”

 

 


 

Greenwood continued, “Adding additional leverage to our balance sheet while controlling our funding costs and enhancing the returns on our earning assets has allowed our Company to see improvement in our net interest margin and overall earnings on a year-over-year basis. Of note relating to our earnings improvement achieved in both the second quarter and the first six months of 2023 relative to our previous year’s results, our Company did not have a negative provision for credit losses in the first quarter and only a very minimal negative provision in the second quarter, which was driven by our newly adopted Current Expected Credit Loss (CECL) loan loss reserve methodology. For the current year, the negative provision in the second quarter was $339,000 less than the negative provision during the same period the previous year. Also, for the first six months ended June 30, 2023, the negative provision (or, credit) attributed to releases from our Company’s loan loss reserve was $839,000 lower than the first six months of 2022. Last year, this added approximately $268,000, or $0.05, respectively to net income and diluted earnings per share in the second quarter and, for the first six months ended June 30, 2023, added approximately $663,000 and $0.12, respectively, to our net income and diluted earnings per share results. We are exceedingly happy that we were able to overcome this fairly large earnings hurdle in the current year on an operating basis; especially, in this exceedingly challenging environment in which we are operating.”

 

Lastly, Greenwood stated, “Even with the economic headwinds with which our country continues to be confronted and the significant increases in interest rates that may have affected some of our borrowers with rate resets to higher interest rate levels on their loans, we have successfully maintained credit-related strength and stability within our loan portfolio as of the most recently ended quarter. As of June 30, 2023, our Company’s total nonaccrual loans and loans past due 30 plus days were $685,000, or 0.15% of gross loans, a decrease of $3.7 million, or 85%, year-over-year. Non-accrual loans and OREO to total assets was 0.47%, a decrease of twelve basis points over the previous year, and net charge-offs to average loans totaled 0.02% annualized as of June 30, 2023. Interestingly, our Company had net charge offs of $44,000 year-to-date, which included a net recovery of $10,000 in loans and a net charge off in overdrafts of $54,000. As of the most recently ended quarter and with the enhanced loan loss reserve build-up under CECL in the current year (and, our Company’s improved credit quality metrics), our total allowance for credit losses to total loans was 0.92% and our total allowance for credit losses to nonperforming loans was 1,076%.” Greenwood concluded, “As of June 30, 2023, our Company continues to be very well capitalized with equity to assets of 7.0% and total average shareholders’ equity of $58.6 million. As with most financial institutions in this extreme, rising-rate environment in which we are all presently operating, our Company continues to experience a loss in accumulated other comprehensive income (AOCI) due to the loss position within our securities portfolio. As of June 30, 2023, our Company’s AOCI loss totaled $9.7 million, which is a modest level that is 14.3% of total capital (prior to the AOCI loss adjustment). With the overall quality of our investment portfolio, our well capitalized position, and our low level of uninsured deposits (which are approximately 16.5% of total deposits as of the most recent quarter-end), we firmly believe that any issues, which could potentially create a risk to our capital and capital position, are very minimal.”

 

Scott A. Everson, President and CEO stated, “Considering the exceedingly dynamic monetary policy environment in which we have operated for the past fifteen months and the more recent issues which have impacted our industry since mid-March, we are very happy to report on the very strong earnings performance that United Bancorp, Inc. (UBCP) achieved in the first six months of 2023. Relating to the excessive tightening of our country’s monetary policy over the course of the past year plus, we are extremely pleased that we have been able to grow the level of interest income that our Company generated while controlling overall interest expense levels; thereby, expanding the level of net interest income that we realized and our net interest margin. We achieved this while growing our level of assets and funding some of this expansion with growth in our overall deposits in a cost-effective manner. This is somewhat of a counter-trend to what occurred within our industry over this timeframe. With the aforementioned developments that occurred within our industry late in the first quarter of this year, we transitioned into a more conservative operating position that greatly increased our overall liquidity and locked in a fair portion of our funding as a hedge against further interest rate increases. Although this will have a marginal impact on our returns and margins (such as our return on assets and our net interest margin) in the short-term, it is immediately accretive to our bottom-line earnings. Overall, our capital levels remain very strong and our Company is classified as being well-capitalized based on industry standards. We firmly believe that with our strong liquidity, above industry-average growth in core deposits and minimal levels of uninsured deposits that our risk to capital is very low, and, fundamentally, our Company’s financial position and future prospects are very solid.”

 

 


 

Everson continued, “Our primary focus is protecting the investment of our shareholders in our Company and rewarding them in a balanced fashion by growing their value and paying an attractive cash dividend. In the second quarter, we paid a regular cash dividend of $0.165, which was an increase of $0.01, or 6.5%, over that paid in the second quarter of the previous year. On a year-to-date basis, our total cash dividend payout was $0.4775, which included a special cash dividend of $0.15 paid in the first quarter. This is a 4.4% increase over the total cash dividend paid during the first six months of the previous year and produces a near-industry leading total dividend yield of 6.8%. This total dividend yield is based on our second quarter cash dividend on a forward basis, plus the special dividend paid in the first quarter (which combined total $0.81) and our quarter-end fair market value of $11.97. Even though our fair market value decreased during the most recent quarter (as did the fair market value of many financial institution stocks), our Company still had a market price to book value of 120%, which compares favorably to industry standards as of quarter-end.”

 

Everson concluded, “Considering that we continue to operate in a challenging economic and concerning industry-related environment, we are very pleased with our overall present performance and future prospects. Even with the present threats with which our overall industry is exposed, we are very optimistic about the future growth and earnings prospects for United Bancorp, Inc. (UBCP). We firmly believe that with the challenges that our industry has experienced over the course of the past few years, our Company has evolved into a more fundamentally sound organization with a focus of growing to achieve greater efficiencies and scales, while controlling overall costs. We have invested in areas that will lead to our continued and future relevancy within our industry--- along with anticipated higher revenue generation--- while implementing cost control initiatives, where needed, by consolidating delivery channels in markets in which we had low banking center performance and considerable overlap. We still have a vision of growing UBCP to an asset threshold of $1.0 billion or greater in the near term in a prudent and profitable fashion. Excitingly, we have present plans on which we are currently working--- that we hope to announce within the very near term --- to take us in this direction! We are truly excited about our Company’s direction and the potential that it brings. In addition, we will continue to build upon our solid foundation and maintain a longer-term vision. With a keen focus on continual process improvement, product development and delivery, we firmly believe the future for our Company is very bright.”

 

As of June 30, 2023, United Bancorp, Inc. has total assets of $830.3 million and total shareholders’ equity of $58.4 million. Through its single bank charter, Unified Bank, the Company currently has eighteen banking centers that serve the Ohio Counties of Athens, Belmont, Carroll, Fairfield, Harrison, Jefferson and Tuscarawas and Marshall County in West Virginia. United Bancorp, Inc. trades on the NASDAQ Capital Market tier of the NASDAQ Stock Market under the symbol UBCP, Cusip #909911109.

 

Certain statements contained herein are not based on historical facts and are "forward-looking statements" within the meaning of Section 21A of the Securities Exchange Act of 1934. Forward-looking statements, which are based on various assumptions (some of which are beyond the Company's control), may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as "may," "will," "believe," "expect," "estimate," "anticipate," "continue," or similar terms or variations on those terms, or the negative of these terms. Actual results could differ materially from those set forth in forward-looking statements, due to a variety of factors, including, but not limited to, those related to the economic environment, particularly in the market areas in which the company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk management, asset/liability management, changes in the financial and securities markets, including changes with respect to the market value of our financial assets, and the availability of and costs associated with sources of liquidity. The Company undertakes no obligation to update or carry forward-looking statements, whether as a result of new information, future events or otherwise.

 

 


 

United Bancorp, Inc. ("UBCP")

 

    For the Three Months Ended June 30,     %     $  
    2023     2022     Change     Change  
Earnings                        
Interest income on loans   $ 5,954,031     $ 4,682,241       27.16 %   $ 1,271,790  
Loan fees     172,328       231,656       -25.61 %   $ (59,328 )
Interest income on securities     3,159,910       1,531,466       106.33 %   $ 1,628,444  
Total interest income     9,286,269       6,445,363       44.08 %   $ 2,840,906  
Total interest expense     2,941,457       477,542       515.96 %   $ 2,463,915  
Net interest income     6,344,812       5,967,821       6.32 %   $ 376,991  
(Credit) Provision for loan losses     (146,250 )     (485,000 )     -69.85 %   $ 338,750  
Net interest income after provision for loan losses     6,491,062       6,452,821       0.59 %   $ 38,241  
Service charges on deposit accounts     777,523       746,762       4.12 %   $ 30,761  
Net realized gains on sale of available-for-sale securities     -       -       N/A     $ -  
Net realized gains on sale of loans     7,088       14,045       -49.53 %   $ (6,957 )
Other noninterest income     261,736       226,444       15.59 %   $ 35,292  
Total noninterest income     1,046,347       987,251       5.99 %   $ 59,096  
Total noninterest expense     5,089,269       4,848,389       4.97 %   $ 240,880  
Earnings before income taxes     2,448,140       2,591,683       -5.54 %   $ (143,543 )
Income tax expense     167,716       294,522       -43.05 %   $ (126,806 )
Net income   $ 2,280,424     $ 2,297,161       -0.73 %   $ (16,737 )
                                 
Per share                                
Earnings per common share - Basic   $ 0.40     $ 0.40       0.00 %        
Earnings per common share - Diluted     0.40       0.40       0.00 %        
Cash dividends paid     0.1650       0.1550       6.45 %        
                                 
Shares Outstanding                                
Average - Basic     5,496,049       5,484,701                
Average - Diluted     5,496,049       5,484,701                

 

 


 

    For the Six Months Ended June 30,     %        
    2023     2022     Change        
Earnings                        
Interest income on loans   $ 11,865,781     $ 9,139,655       29.83 %   $ 2,726,126  
Loan fees     69,383       565,323       -87.73 %   $ (495,940 )
Interest income on securities     5,559,206       2,737,507       103.08 %   $ 2,821,699  
Total interest income     17,494,370       12,442,485       40.60 %   $ 5,051,885  
Total interest expense     4,726,587       964,020       390.30 %   $ 3,762,567  
Net interest income     12,767,783       11,478,465       11.23 %   $ 1,289,318  
(Credit) Provision for loan losses     (146,250 )     (985,000 )     -85.15 %   $ 838,750  
Net interest income after (Credit) provision for loan losses     12,914,033       12,463,465       3.62 %   $ 450,568  
Service charges on deposit accounts     1,498,360       1,427,466       4.97 %   $ 70,894  
Net realized gains on sale of loans     7,088       26,532       -73.29 %   $ (19,444 )
Other noninterest income     556,450       520,730       6.86 %   $ 35,720  
Total noninterest income     2,061,898       1,974,728       4.41 %   $ 87,170  
Total noninterest expense     10,526,886       9,959,088       5.70 %   $ 567,798  
Earnings before income taxes     4,449,045       4,479,105       -0.67 %   $ (30,060 )
Income tax expense     281,010       430,737       -34.76 %   $ (149,727 )
Net income   $ 4,168,035     $ 4,048,368       2.96 %   $ 119,667  
                                 
Per share                                
Earnings per common share - Basic   $ 0.73     $ 0.70       4.29 %        
Earnings per common share - Diluted     0.73       0.70       4.29 %        
Cash dividends paid     0.4775       0.4575       4.37 %        
Annualized yield based on quarter end close (excluding special dividend)     5.47 %     3.75 %     1.72 %        
                                 
Shares Outstanding                                
Average - Basic     5,490,620       5,483,282                
Average - Diluted     5,490,620       5,483,282                
Common stock, shares issued     6,043,851       6,043,851                
Shares held as Treasury     179,363       129,363                
At quarter end                                
Total assets   $ 830,283,563     $ 719,105,494       15.46 %   $ 111,178,069  
Total assets (average)     800,813,000       721,398,000       11.01 %   $ 79,415,000  
Other real estate and repossessions ("OREO")     3,474,625       236,685       1368.04 %   $ 3,237,940  
Gross loans     462,870,965       467,389,446       -0.97 %   $ (4,518,481 )
Allowance for loan losses     4,281,491       2,653,380       61.36 %   $ 1,628,111  
Net loans     458,589,474       464,736,066       -1.32 %   $ (6,146,592 )
Non-accrual loans     397,963       3,996,530       -90.04 %   $ (3,598,567 )
Loans past due 30+ days (excludes non accrual loans)     286,587       426,290       -32.77 %   $ (139,703 )
Net loans (recovered) charged-off     (9,925 )     (18,522 )     -46.42 %   $ 8,597  
Net overdrafts charged-off     53,680       53,568       0.21 %   $ 112  
Net charge-offs     43,755       35,046       24.85 %   $ 8,709  
Average loans     460,184,000       459,081,000       0.24 %   $ 1,103,000  
Cash and due from Federal Reserve Bank     81,762,785       16,790,570       386.96 %   $ 64,972,215  
Average cash and due from Federal Reserve Bank     64,148,000       8,805,000       628.54 %   $ 55,343,000  
Securities and other restricted stock     240,032,267       193,879,576       23.80 %   $ 46,152,691  
Average securities and other restricted stock     243,348,000       159,352,000       52.71 %   $ 83,996,000  
Total deposits     643,615,877       607,309,482       5.98 %   $ 36,306,395  
Non interest bearing demand     145,170,414       148,451,445       -2.21 %   $ (3,281,031 )
Interest bearing demand     216,214,670       267,044,949       -19.03 %   $ (50,830,279 )
Savings     138,392,675       146,873,614       -5.77 %   $ (8,480,939 )
Time < $250,000     109,605,135       42,650,952       156.98 %   $ 66,954,183  
Time > $250,000     34,232,983       2,288,522       1395.86 %   $ 31,944,461  
Average total deposits     645,703,000       611,093,000       5.66 %   $ 34,610,000  
Advances from the Federal Home Loan Bank     75,000,000       -       N/A     $ 75,000,000  
Overnight advances     -       -       N/A     $ -  
Term advances     75,000,000       -       N/A     $ 75,000,000  
Subordinated debt (net of unamortized issuance costs)     23,756,279       23,695,403       0.26 %   $ 60,876  
Securities sold under agreements to repurchase     23,689,956       24,475,913       -3.21 %   $ (785,957 )
Stockholders' equity     58,408,393       58,313,196       0.16 %   $ 95,197  
Goodwill and intangible assets (impact on Stockholders' equity)     1,017,296       1,167,296       -12.85 %   $ (150,000 )
Tangible stockholders' equity     57,391,097       57,145,900       0.43 %   $ 245,197  
Accumulated other comprehensive loss (AOCI) impact on Stockholders' equity     (9,722,090 )     (7,810,175 )     24.48 %   $ (1,911,915 )
Stockholders' equity (average)     58,575,000       58,068,000       0.87 %   $ 507,000  
Stock data                                
Market value - last close (end of period)   $ 11.97     $ 16.39       -26.97 %        
Dividend payout ratio     65.41 %     65.36 %     0.05 %        
Price earnings ratio     8.20 x     11.71 x     0.26 %        
Book value per share   $ 9.96     $ 9.65       3.21 %        
Tangible book value per share   $ 9.79     $ 9.52       2.84 %        
Market price to book value     120.18 %     169.84 %     -29.24 %        
Market price to tangible book value     122.27 %     172.16 %     -28.98 %        
Key performance ratios                                
Return on average assets (ROA)     1.04 %     1.12 %     -0.08 %        
Return on average equity (ROE)     14.23 %     13.94 %     0.29 %        
Net interest margin (federal tax equivalent))     3.58 %     3.54 %     0.04 %        
Interest expense to average assets     1.18 %     0.27 %     0.91 %        
Total allowance for loan losses to nonaccrual loans     1075.85 %     66.39 %     1009.46 %        
Total allowance for loan losses to total loans     0.92 %     0.57 %     0.35 %        
Nonaccrual loans to total loans     0.09 %     0.86 %     -0.77 %        
Nonaccrual loans and OREO to total assets     0.47 %     0.59 %     -0.12 %        
Net charge-offs (recoveries) to average loans     0.02 %     0.02 %     0.00 %        
Equity to assets at period end     7.03 %     8.11 %     -1.07 %