0001914605false00019146052023-10-262023-10-26

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 26, 2023

 

ECB BANCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Maryland 001-41456 88-1502079

(State or other jurisdiction of (Commission (IRS Employer

incorporation or organization) File Number) Identification No.)

 

419 Broadway, Everett, Massachusetts 02149

(Address of principal executive offices) (Zip Code)

 

(617) 387-1110

(Registrant’s telephone number, including area code)

 

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, par value $0.01 per share

ECBK

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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 26, 2023, ECB Bancorp, Inc., the holding company for Everett Co-operative Bank, issued a press release announcing its financial results at and for the three and nine months ended September 30, 2023.

 

A copy of the press release is included as Exhibit 99.1 to this report and shall not be deemed “filed” for any purpose, nor shall the information or Exhibit 99.1 be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended.

 

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1

 

Press release dated October 26, 2023

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 


 

SIGNATURE

 

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.

 

ECB BANCORP, INC.

Date: October 26, 2023 By: /s/Richard J. O'Neil, Jr.

Richard J. O’Neil, Jr.

President and Chief Executive Officer

 


For Immediate Release

Date: October 26, 2023

 

 

 

Contact:

Richard J. O’Neil, Jr.

 

President and Chief Executive Officer

 

 

Phone:

617-387-1110

Email:

rjoneil@everettbank.com

 

ECB Bancorp, Inc. Reports Third Quarter Results

EVERETT, MA, October 26, 2023 - ECB Bancorp, Inc. (NASDAQ-ECBK) (the “Company”), the holding company for Everett Co-operative Bank (the “Bank”), a state-chartered co-operative bank headquartered in Everett, Massachusetts, today reported net income of $1.34 million or $0.16 per diluted share for the quarter ended September 30, 2023 compared to a net loss of $(1.03) million or ($0.12) per diluted share for the quarter ended September 30, 2022, an increase of $2.4 million in net income. The net loss during the quarter ended September 30, 2022 was driven by the $3.2 million contribution to the Everett Co-operative Bank Charitable Foundation made in connection with our initial public offering. For the nine months ended September 30, 2023, the Company reported net income of $3.7 million or $0.43 per diluted share as compared to net income of $1.7 million, or $0.21 per diluted share for the nine months ended September 30, 2022, an increase of $1.9 million in net income.

Richard J. O’Neil, Jr., President and Chief Executive Officer, said, "During the third quarter we were pleased to report the opening of a new branch in Woburn, MA. Additionally, we commenced a share buyback program which we expect will enhance shareholder returns. We remain focused on opportunistic loan growth, prudent credit risk management and building upon our deposit product offerings and customer base. We continue to see net interest margin pressure and remain focused on managing expenses.”

NET INTEREST AND DIVIDEND INCOME

Net interest and dividend income before (benefit) provision for credit losses decreased $453,000, or 6.9% to $6.1 million for the quarter ended September 30, 2023 from $6.5 million for the quarter ended September 30, 2022. This decrease was primarily due to higher cost of funds, partially offset by an increase in the net interest earning assets. The provision for credit losses decreased $1.1 million, or 119.9% to a benefit of $184,000 for the quarter ended September 30, 2023 from an expense of $925,000 for the quarter ended September 30, 2022. The decrease in the provision for credit losses was driven by lower loan growth during the quarter ended September 30, 2023 as compared to the quarter ended September 30, 2022 as well as a shift in the mix of our loan portfolio to loan segments with lower estimated credit loss reserve requirements. The combination of these items resulted in an increase of $656,000, or 11.7%, in net interest and dividend income after (benefit) provision for credit losses for the quarter ended September 30, 2023 as compared to the quarter ended September 30, 2022.

Net interest and dividend income before provision for credit losses increased $2.0 million, or 12.0% to $18.9 million for the nine months ended September 30, 2023 from $16.8 million for the nine months ended September 30, 2022. This increase was driven by an increase in net interest earning assets partially offset by a decrease in the net interest rate spread. The provision for credit losses decreased $1.1 million, or 61.3% to $696,000 for the nine months ended September 30, 2023 from $1.8 million for the nine months ended September 30, 2022. The decrease in the provision for credit losses was driven by lower loan growth in the nine months ended September 30, 2023 as compared to the nine months ended September 30, 2022. The combination of these items resulted in an increase of $3.1 million or 20.8% in net interest and dividend income after provision for credit losses for the first three quarters of 2023 as compared to the first three quarters of 2022.

NONINTEREST INCOME

Noninterest income increased $94,000, or 41.2% to $322,000 for the quarter ended September 30, 2023 from $228,000 for the quarter ended September 30, 2022. This increase was primarily driven by a $72,000 gain recognized into income from a life insurance policy death benefit in the third quarter of 2023.

Noninterest income decreased $378,000, or 32.3% to $791,000 for the nine months ended September 30, 2023 from $1.2 million for the nine months ended September 30, 2022. The September 30, 2022 year to date results were benefited greatly by a $430,000 gain recognized into income from a life insurance policy death benefit in the second quarter of 2022. Additional pressure on noninterest income in the 2023 period has been the result of a decrease of $71,000 in net gain on sales of loans due to a lower number of loans sold.

 


NONINTEREST EXPENSE

Noninterest expense decreased $2.5 million, or 34.1% to $4.8 million for the quarter ended September 30, 2023 from $7.3 million for the quarter ended September 30, 2022. Significant changes are as follows:

Charitable contributions decreased $3.2 million, or 99.8%, driven by a $3.2 million contribution to the Everett Co-operative Bank Charitable Foundation made in the third quarter of 2022 in connection with the Company’s initial public offering;
Salaries and employee benefits increased $235,000, or 8.8%, driven by merit increases and additional staffing to support our strategic plan. Partially offsetting this increase was a decrease in supplemental executive retirement plan expenses driven by increases in defined benefit plan discount rates as well as a decrease in Employee Stock Ownership Plan (“ESOP”) costs. ESOP costs decreased due to a lower average stock price and lower number of shares committed to be released in the quarter ended September 30, 2023 as compared to the quarter ended September 30, 2022; and
FDIC deposit insurance expense increased $152,000, or 281.5%, driven by both increases in assessment rates charged by the FDIC as well as an increase in our asset size.
Professional fees increased $128,000 or 72.7% driven by increased costs related to operating as a public company.

Noninterest expense decreased $45,000, or 0.3% to $14.0 million for the nine months ended September 30, 2023 from $14.1 million for the nine months ended September 30, 2022. Significant changes are as follows:

Charitable contributions decreased $3.2 million, or 99.5%, driven by a $3.2 million contribution to the Everett Co-operative Bank Charitable Foundation made in the third quarter of 2022 in connection with the Company’s initial public offering;
Salaries and employee benefits increased $1.7 million, or 23.9%, driven by merit increases, additional staffing to support our strategic plan as well as expenses related to the ESOP which did not exist in the first half of 2022. Partially offsetting these increases was a decrease in supplemental executive retirement plan expenses driven by increases in defined benefit plan discount rates. The nine months ended September 30, 2022 included a benefit of $582,000 to reflect a reduction in the liability related to our withdrawal from the defined benefit plan as well as expenses of $166,000 related to our Survivor Benefit Plan, both of which did not recur in the nine months ended September 30, 2023;
FDIC deposit insurance expense increased $450,000, or 276.1%, driven by both increases in assessment rates charged by the FDIC as well as an increase in our asset size; and
Professional fees increased $402,000 or 71.8% driven by increased costs related to operating as a public company.

INCOME TAXES

We recorded a provision for income tax expense of $440,000 for the three months ended September 30, 2023, compared to a provision for income tax benefit of $426,000 for the three months ended September 30, 2022, reflecting an effective tax rate of 24.7% and an effective tax benefit rate of 29.2%, respectively. The effective tax rate for the three month period ended September 30, 2023 benefited from $72,000 in non-taxable gains recognized into income from life insurance policy death benefits. We recorded a provision for income taxes of $1.3 million for the nine months ended September 30, 2023, compared to a provision for income taxes of $394,000 for the nine months ended September 30, 2022, reflecting effective tax rates of 25.6% and 18.4%, respectively. The effective tax rate for the nine month period ended September 30, 2022 benefited from $427,000 in non-taxable gains recognized into income from life insurance policy death benefits for the nine months ending September 30, 2022.

BALANCE SHEET

Total assets increased $149.3 million, or 14.0% from $1.06 billion at December 31, 2022 to $1.21 billion at September 30, 2023.

Total loans increased $111.7 million, or 12.6% from $885.7 million at December 31, 2022 to $997.4 million at September 30, 2023.

One-to-four family residential real estate loans increased $39.9 million, from $355.4 million at December 31, 2022 to $395.3 million at September 30, 2023
Multi-family real estate loans increased $39.2 million, from $242.0 million at December 31, 2022 to $281.2 million at September 30, 2023
Commercial real estate loans increased $29.4 million, from $156.2 million at December 31, 2022 to $185.7 million at September 30, 2023.

Cash and cash equivalents increased $35.3 million, or 56.9% from $62.1 million at December 31, 2022 to $97.4 million at September 30, 2023. The increase in cash and cash equivalents is driven by our focus on maintaining strong levels of liquidity.

Deposits increased $94.4 million, or 13.1% from $718.1 million at December 31, 2022 to $812.5 million at September 30, 2023.


Certificates of deposit increased $122.2 million, or 38.2% from $319.8 million at December 31, 2022 to $442.0 million at September 30, 2023. Brokered certificates of deposit decreased $13.1 million, or 13.1% from $100.8 million at December 31, 2022 to $87.7 million at September 30, 2023.
Savings accounts increased $19.5 million, or 13.2% from $148.4 million at December 31, 2022 to $167.9 million at September 30, 2023.
Money market deposit accounts decreased $38.7 million, or 28.5% from $136.1 million at December 31, 2022 to $97.4 million at September 30, 2023.
Interest bearing checking accounts decreased $8.4 million, or 29.2% from $28.9 million at December 31, 2022 to $20.5 million at September 30, 2023.

FHLB advances increased $50.0 million, or 28.7% from $174.0 million at December 31, 2022 to $224.0 million at September 30, 2023.

Total shareholders' equity increased $2.8 million, or 1.7% to $165.5 million as of September 30, 2023 from $162.7 million as of December 31, 2022. This increase is primarily the result of earnings of $3.7 million partially offset by a $677,000 reduction in retained earnings related to the adoption of CECL and a $589,000 reduction in additional paid-in capital due to share repurchases.

ASSET QUALITY

Asset quality remains strong. The allowance for credit losses in total and as a percentage of total loans as of September 30, 2023 was $8.3 million and 0.82%, respectively, as compared to $7.2 million and 0.81%, respectively, as of December 31, 2022. For the nine months ended September 30, 2023 the Company recorded net charge offs of $0. For the nine months ended September 30, 2022 the Company recorded net recoveries of $1,000. Total non-performing assets were $1.2 million, or 0.10%, of total assets as of September 30, 2023 and $656,000, or 0.06%, of total assets as of December 31, 2022.

 

 


Company Profile

ECB Bancorp, Inc. is headquartered in Everett, Massachusetts and is the holding company for Everett Co-operative Bank. The Bank provides financial services to individuals, families, municipalities and businesses through its three full-service branch offices located in Everett, Lynnfield and Woburn, Massachusetts. The Company's common stock is traded on the NASDAQ Capital Market under the symbol "ECBK." For more information, visit the Company's website at www.everettbank.com.

Forward-looking statements

Certain statements herein constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on the beliefs and expectations of management, as well as the assumptions made using information currently available to management. Since these statements reflect the views of management concerning future events, these statements involve risks, uncertainties and assumptions. As a result, actual results may differ from those contemplated by these statements. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words like "believe," "expect," "anticipate," "estimate," and "intend" or future or conditional verbs such as "will," "would," "should," "could" or "may." Certain factors that could cause actual results to differ materially from expected results include changes in the interest rate environment, changes in general economic conditions, the Company's ability to continue to increase loans and deposit growth, legislative and regulatory changes that adversely affect the businesses in which the Company is engaged and changes in the securities market. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company disclaims any intent or obligation to update any forward-looking statements, whether in response to new information, future events or otherwise, except as may be required by law.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


ECB Bancorp, Inc. and Subsidiary

Consolidated Balance Sheets

September 30, 2023(unaudited) and December 31, 2022

(in thousands except share data)

 

 

 

September 30, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

Cash and due from banks

 

$

3,430

 

 

$

3,123

 

Short-term investments

 

 

93,957

 

 

 

58,927

 

Total cash and cash equivalents

 

 

97,387

 

 

 

62,050

 

Interest-bearing time deposits

 

 

 

 

 

300

 

Investments in available-for-sale securities (at fair value)

 

 

5,006

 

 

 

5,001

 

Investments in held-to-maturity securities, at cost (fair values of $65,844 at September 30,
   2023 (unaudited) and $69,707 at December 31, 2022)

 

 

74,869

 

 

 

77,591

 

Loans, net of allowance for credit losses of $8,292 as of September 30, 2023 (unaudited) and
   $7,200 as of December 31, 2022

 

 

997,359

 

 

 

885,674

 

Federal Home Loan Bank stock, at cost

 

 

9,571

 

 

 

7,293

 

Premises and equipment, net

 

 

3,729

 

 

 

3,698

 

Accrued interest receivable

 

 

3,390

 

 

 

2,632

 

Deferred tax asset, net

 

 

4,687

 

 

 

4,344

 

Bank-owned life insurance

 

 

14,367

 

 

 

14,067

 

Other assets

 

 

3,397

 

 

 

1,812

 

Total assets

 

$

1,213,762

 

 

$

1,064,462

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

Noninterest-bearing

 

$

84,785

 

 

$

84,903

 

Interest-bearing

 

 

727,746

 

 

 

633,246

 

Total deposits

 

 

812,531

 

 

 

718,149

 

Federal Home Loan Bank advances

 

 

224,000

 

 

 

174,000

 

Other liabilities

 

 

11,719

 

 

 

9,583

 

Total liabilities

 

 

1,048,250

 

 

 

901,732

 

 

 

 

 

 

Shareholders' Equity:

 

 

 

 

 

 

Preferred Stock, par value $0.01; Authorized: 1,000,000 shares; Issued and outstanding: 0 shares and 0 shares, respectively

 

 

 

 

 

 

Common Stock, par value $0.01; Authorized: 30,000,000 shares; Issued and outstanding: 9,195,989 shares and 9,175,247 shares, respectively

 

 

92

 

 

 

92

 

Additional paid-in capital

 

 

88,807

 

 

 

89,286

 

Retained earnings

 

 

83,066

 

 

 

80,076

 

Accumulated other comprehensive income

 

 

246

 

 

 

249

 

Unallocated common shares held by the Employee Stock Ownership Plan

 

 

(6,699

)

 

 

(6,973

)

Total shareholders' equity

 

 

165,512

 

 

 

162,730

 

Total liabilities and shareholders' equity

 

$

1,213,762

 

 

$

1,064,462

 

 

 

 

 

 

 

 

Shareholders' Equity Ratios

 

 

 

 

 

 

Book value per common share

 

$

18.00

 

 

$

17.74

 

 

 

 

 

 

 

 

Regulatory Capital Ratios (Everett Co-operative Bank)

 

 

 

 

 

 

Total capital to risk weighted assets

 

 

16.40

%

 

 

16.40

%

Tier 1 capital to risk weighted assets

 

 

15.34

%

 

 

15.49

%

Tier 1 capital to average assets

 

 

11.14

%

 

 

13.89

%

 


ECB Bancorp, Inc. and Subsidiary

Consolidated Statements of Income

(unaudited)

(in thousands except share data)

 

 

 

Three months ended

 

 

Nine months ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Interest and dividend income:

 

 

 

 

 

 

 

 

 

 

 

 

Interest and fees on loans

 

$

12,313

 

 

$

7,150

 

 

$

35,362

 

 

$

18,095

 

Interest and dividends on securities

 

 

723

 

 

 

360

 

 

 

1,950

 

 

 

1,022

 

Other interest income

 

 

1,130

 

 

 

251

 

 

 

2,567

 

 

 

355

 

Total interest and dividend income

 

 

14,166

 

 

 

7,761

 

 

 

39,879

 

 

 

19,472

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

 

Interest on deposits

 

 

5,843

 

 

 

1,025

 

 

 

14,815

 

 

 

2,332

 

Interest on Federal Home Loan Bank advances

 

 

2,237

 

 

 

197

 

 

 

6,213

 

 

 

310

 

Total interest expense

 

 

8,080

 

 

 

1,222

 

 

 

21,028

 

 

 

2,642

 

Net interest and dividend income

 

 

6,086

 

 

 

6,539

 

 

 

18,851

 

 

 

16,830

 

(Benefit) provision for credit losses

 

 

(184

)

 

 

925

 

 

 

696

 

 

 

1,800

 

Net interest and dividend income after (benefit) provision for credit losses

 

 

6,270

 

 

 

5,614

 

 

 

18,155

 

 

 

15,030

 

Noninterest income:

 

 

 

 

 

 

 

 

 

 

 

 

Customer service fees

 

 

123

 

 

 

114

 

 

 

371

 

 

 

326

 

Income from bank-owned life insurance

 

 

175

 

 

 

90

 

 

 

372

 

 

 

731

 

Net gain on sales of loans

 

 

9

 

 

 

16

 

 

 

13

 

 

 

84

 

Other income

 

 

15

 

 

 

8

 

 

 

35

 

 

 

28

 

Total noninterest income

 

 

322

 

 

 

228

 

 

 

791

 

 

 

1,169

 

Noninterest expense:

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

 

2,914

 

 

 

2,679

 

 

 

8,623

 

 

 

6,960

 

Director compensation

 

 

139

 

 

 

108

 

 

 

379

 

 

 

325

 

Occupancy and equipment expense

 

 

243

 

 

 

190

 

 

 

695

 

 

 

561

 

Data processing

 

 

275

 

 

 

222

 

 

 

810

 

 

 

624

 

Computer software and licensing fees

 

 

88

 

 

 

78

 

 

 

216

 

 

 

180

 

Advertising and promotions

 

 

201

 

 

 

236

 

 

 

576

 

 

 

511

 

Professional fees

 

 

304

 

 

 

176

 

 

 

962

 

 

 

560

 

Federal Deposit Insurance Corporation deposit insurance

 

 

206

 

 

 

54

 

 

 

613

 

 

 

163

 

Charitable contribution

 

 

7

 

 

 

3,214

 

 

 

17

 

 

 

3,249

 

Other expense

 

 

434

 

 

 

346

 

 

 

1,125

 

 

 

928

 

Total noninterest expense

 

 

4,811

 

 

 

7,303

 

 

 

14,016

 

 

 

14,061

 

Income (loss) before income tax expense

 

 

1,781

 

 

 

(1,461

)

 

 

4,930

 

 

 

2,138

 

Income tax expense (benefit)

 

 

440

 

 

 

(426

)

 

 

1,263

 

 

 

394

 

Net income (loss)

 

$

1,341

 

 

$

(1,035

)

 

$

3,667

 

 

$

1,744

 

Share data:

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding, basic

 

 

8,486,577

 

 

 

8,445,615

 

 

 

8,485,936

 

 

 

8,445,615

 

Weighted average shares outstanding, diluted

 

 

8,486,577

 

 

 

8,445,615

 

 

 

8,485,936

 

 

 

8,445,615

 

Basic earnings (loss) per share

 

$

0.16

 

 

$

(0.12

)

 

$

0.43

 

 

$

0.21

 

Diluted earnings (loss) per share

 

$

0.16

 

 

$

(0.12

)

 

$

0.43

 

 

$

0.21

 

 


v3.23.3
Document and Entity Information
Oct. 26, 2023
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Oct. 26, 2023
Securities Act File Number 001-41456
Entity Registrant Name ECB BANCORP, INC.
Entity Central Index Key 0001914605
Entity Incorporation, State or Country Code MD
Entity Tax Identification Number 88-1502079
Entity Address, Address Line One 419 Broadway
Entity Address, City or Town Everett
Entity Address, State or Province MA
Entity Address, Postal Zip Code 02149
City Area Code 617
Local Phone Number 387-1110
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol ECBK
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Entity Ex Transition Period false
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false

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